RES 85454 - Laserfiche WebLink

other projects, for additions to this Project, or for comple- 10.4 Termination Expenses include expenses directly at- tion of this Project by others provided the Architect is not tributable to termination for which the Architect is not in default under this Agreement. except by agreement in otherwise compensated, plus an amount computed as a writing and with appropriate compensation to the Archi- percentage of the total Basic and Additional Compensa- tect. tion earned to the time of termination, as follows: 8.2 Submission or distribution to meet official regulatory .1 20 percent if termination occurs during the Sche- requirements or for other purposes in connection with the matic Design Phase; or Project is not to be construed as pubiication in derogation .2 10 percent if termination occurs during the Design of the Architect's rights. Development Phase; or .3 5 percent if termination occurs during any subse- ARTICLE 9 quent phase. ARBITRATION ARTICLE 11 9.1 All ciaims, disputes and other matters in question MISCELLANEOUS PROVISIONS between the parties to this Agreement, arising out of or relating to this Agreement or the breach thereof, shall be 11.1 Unless otherwise specified, this Agreement shall be decided by arbitration in accordance with the Co.nstruc- governed by the law of the principal place of business of tion Industry Arbitration Rules of the American Arbitra- the Architect. tion Association then obtaining unless the parties mutu- 11.2 Terms in this Agreement shall have the same mean- ally agree otherwise. No arbitration, arising out of or re- ing as those in AIA Document A201, General Conditions lating to this Agreement, shall include, bv consolidation, of the Contract for Construction. current as of the date joinder or in any other manner, any additional person not of this Agreement. a party to this Agreement except by written consent con- 11.3 As between the parties to this Agreement: as to all taining a specific reference to this Agreement and signed acts or failures to act by either party to this Agreement, by the Architect, the Owner, and any other person sought any applicable statute of limitations shall commence to to be joined. Any consent to arbitration involving an ad- run and any alleged cause of action shall be deemed to ditional person or persons shall not constitute consent to have accrued in any and all events not later than the rele- arbitration of any dispute not described therein or with rant Date of Substantial Completion of the Work, and as any person not named or described therein. This Agree- to any acts or failures to act occurring after the relevant ment to arbitrate and any agreement to arbitrate with an Date of Substantial Completion, not later than the date of additional person or persons dulv con_,ented to by the issuance of the final Certificate for Payment. parties to this Agreement shall be specifically enforceable under theprevailingarbitration law. 11.4 The Owner and the Architect waive all rights against each other and against the contractors, consult- 9.2 Notice of the demand for arbitration shall be filed in ants, agents and employees of the other for damages cov- writing with the other party to this Agreement and with ered by any property insurance during construction as set the American Arbitration Association. The demand shah forth in the edition of AIA Document A201, General Con- be made within a reasonable time after the claim, dispute ditions, current as of the date of this Agreement. The or other matter in question has arisen. In no event shall Owner and the Architect each shall require appropriate the demand for arbitration be made after the date when similar waivers from their contractors, consultants and institution of legal or equitable proceedings based on agents. such claim, dispute or other matter in question would be barred by the applicable statute of limitations. ARTICLE 12 9.3 The award rendered by the arbitrators shall be final, and judgment may be entered upon it in accordance with SUCCESSORS AND ASSIGNS applicable law in any court ha~ing jurisdiction thereof. 12.1 The Owner and the Architect, respectively, bind themselves; their partners, successors, assigns and legal representatives to the other party to this Agreement and ARTICLE 10 to the partners, successors, assigns and legal representa- TERMINATION OF AGREEMENT rives of such other party with respect to all covenants of this Agreement. Neither the Owner nor the Architect sha[I 10.1 This Agreement may be terminated by either party assign, sublet or transfer any interest in this Agreement upon seven days' written notice should the other party without the written consent of the other. fail substantially to perform in accordance with its terms through no fault of the party initiating the termination. 10.2 This Agreement may be terminated bv the Owner ARTICLE 13 upor' at least seven days' written notice to the Architect EXTENT OF AGREEMENT in the event that the Project is permanentiy abandoned. 13.1 This Agreement represents the entire and integrated 10.3 In the event of termination not the fault of the At- agreement between the Owner and the Architect and chitect, the Architect shall be compensated for all services supersedes all prior negotiations, representations or agree- performed to termination date, together ~ith Reimburs- ments, either written or oral. This Agreement may be able Expenses then due and all Termination Expenses as amended onlv by v,,ritten instrument signed by both defined in Paragraph 10.4. Owner and Architect. ~.IA DOCU~4EN]' B141 · C)~,%,NER-,\RCFli FECr \GREE'~IE~.r · [H~FC. TL ~'~]ii Ei,)~,IC7'· · ,, L~ ]I~-- , MA'-'- o ~ ~777 8 B141-1977 :HE -\v, ER'C-\N INSTITUTE OF .\RCH[TE._CT.c, 1.'35 %EV\' ~ORK ',\ENUE, %\\ V.~.SHINGTO%, D.C. 2CO06