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belonging to Consultant and located at the Worksite for the purposes of completing the remaining
<br /> Work. (4) Wrongful Termination. If a court of competent jurisdiction or an arbitrator later determines
<br /> that the termination for default was wrongful, the termination will be deemed to be a termination for
<br /> convenience, and Consultant's damages will be strictly limited to the compensation provided for
<br /> termination for convenience under Section 13.4, below. Consultant waives any claim for any other
<br /> damages for wrongful termination including consequential damages, lost opportunity costs or lost
<br /> profits.
<br /> e. Termination for Convenience
<br /> City reserves the right to terminate all or part of the Contract for convenience upon written notice to
<br /> Consultant. Upon receipt of such notice, Consultant must: immediately stop the Work, including under
<br /> any terms or conditions that may be specified in the notice; comply with City's instructions to protect
<br /> the completed Work and materials; and use its best efforts to minimize further costs. Subject to City's
<br /> directions in the notice, Consultant must not place further orders or enter into new subcontracts for
<br /> materials, equipment, services or facilities, except as may be necessary to complete any portion of
<br /> the Work that is not terminated. Consultant must also promptly cancel all existing subcontracts that
<br /> relate to performance of the discontinued Work. (1) Compensation to Consultant. In the event of
<br /> City's termination for convenience, Consultant waives any claim for damages, including for loss of
<br /> anticipated profits from the Project. The following will constitute full and fair compensation to
<br /> Consultant, and Consultant will not be entitled to any additional claim or compensation:
<br /> (a) Completed Work. The value of its Work satisfactorily performed to date, based on Consultant's
<br /> schedule of values and unpaid costs for items delivered to the Project site that were fabricated for
<br /> incorporation in the Work;
<br /> (b) Demobilization. Actual and substantiated demobilization costs; and
<br /> (c) Markup. Five percent of the total value of the Work performed as of the date of notice of
<br /> termination or five percent of the value of the Work yet to be completed, whichever is less, which is
<br /> deemed to cover all overhead and profit to date.
<br /> f. Effect of Any Contract Termination
<br /> Upon any termination pursuant to this Article, City may enter upon and take possession of the Project
<br /> and the Work. City may also take possession of, for the sole purpose of completing the Work, all of
<br /> Consultant's tools, equipment and appliances, and all materials on the Worksite or stored off the
<br /> Worksite that will be incorporated in the Work. Regardless of any Contract termination, Consultant's
<br /> obligations for portions of the Work already performed will continue and the provisions of the Contract
<br /> Documents will remain in effect as to any claim, indemnity obligation, warranties, guarantees,
<br /> submittals of as-built drawings, instructions, or manuals, or other such rights and obligations arising
<br /> prior to the termination date.
<br /> xlv. EQUAL EMPLOYMENT OPPORTUNITY
<br /> During the performance of the Contract, Consultant agrees as follows:
<br /> i. The consultant will not discriminate against any employee or applicant for employment because of
<br /> race, color, religion, sex, sexual orientation, gender identity, or national origin. The consultant will take
<br /> affirmative action to ensure that applicants are employed, and that employees are treated during
<br /> employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or
<br /> national origin. Such action shall include, but not be limited to the following: Employment, upgrading,
<br /> demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other
<br /> forms of compensation; and selection for training, including apprenticeship. The consultant agrees to
<br /> post in conspicuous places, available to employees and applicants for employment, notices to be
<br /> provided setting forth the provisions of this nondiscrimination clause.
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<br /> Federal and State
<br /> Provisions Exhibit B
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