the attention of CONTRACTOR at any time, a full and complete disclosure of the interest shall be
immediately made in writing to the City. If OWNER determines that a conflict exists and was not
disclosed to the City, it may terminate the contract at will or for cause.
ARTICLE 16 —- TERMINATION OF THE CONTRACT
1. Termination, Abandonment, Or Suspension At Will. The OWNER, in its sole discretion,
shall have the right to terminate, abandon, or suspend all or part of the project and contract at
will. If the OWNER chooses to terminate, abandon, or suspend all or part of the project, it
shall provide CONTRACTOR 10 day’s written notice of its intent to do so.
If all or part of the project is suspended for more than 90 days, the suspension shall be treated as a
termination at will of all or that part of the project and contract.
Upon receipt of notice of termination, abandonment, or suspension at will, CONTRACTOR shall:
a. Immediately discontinue work on the date and to the extent specified in the notice.
b. Provide the OWNER with a list of all unperformed services.
iS Place no further orders or sub-contracts for materials, services, or facilities, other than
as may be necessary or required for completion of such portion of work under the
contract that is not terminated.
d. Immediately make every reasonable effort to obtain cancellation upon terms
satisfactory to the OWNER of all orders or sub contracts to the extent they relate to the
performance of work terminated, abandoned, or suspended under the notice, assign to
the OWNER any orders or sub contracts specified in the notice, and revoke
agreements specified in the notice.
e. Not resume work after the effective date of a notice of suspension until receipt of a
written notice from the OWNER to resume performance.
In the event of a termination, abandonment, or suspension at will, CONTRACTOR shall receive all
amounts due and not previously paid to CONTRACTOR for work satisfactorily completed in
accordance with the contract prior to the date of the notice and compensation for work thereafter
completed as specified in the notice. No amount shall be allowed or paid for anticipated profit on
unperformed services or other unperformed work.
2. Termination for Cause. This agreement may be terminated by the OWNER on 10 calendar
day’s written notice to CONTRACTOR in the event of a failure by CONTRACTOR to adhere
to any or all the terms and conditions of the contract or for failure to satisfactorily, in the sole
opinion of the OWNER, to complete or make sufficient progress on the work in a timely and
professional manner. CONTRACTOR shall be given an opportunity for consultation with the
OWNER prior to the effective date of the termination. CONTRACTOR may terminate the
contract on 10 calendar days written notice if, through no fault of CONTRACTOR, the
OWNER fails to pay CONTRACTOR for 45 days after the date of approval by the OWNER
of any Application for Payment.
Upon receipt of notice of termination for cause, CONTRACTOR shall:
a. Immediately discontinue work on the date and to the extent specified in the notice.
b. Provide the OWNER with a list of all unperformed services.
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