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proceed with the work (or separable part of the work) that completion of the work together with any increased costs
has been delayed. In this event, the PHA may take over occasioned the PHA in completing the work.
the work and complete it, by contract or otherwise, and (c) lf the PHA does not terminate the Contractor's right to
may take possession of and use any materials, proceed, the resulting damage will consist of liquidated
equipment, and plant on the work site necessary for damages until the work is completed or accepted.
completing the work. The Contractor and its sureties shall
be liable for any damage to the PHA resulting from the 34. Termination for
Convenience Contractor's refusal cr failure to complete the work within
the specified time, whether or nai the Contractor's right to (a) The Contracting Officer may terminate this contract in
proceed with the work is terminated. This fiability includes whole, or in part, whenever the Contracting Officer
any increased costs incurred by the PHA in completing determines that such termination is in the best interest of
the work. the PHA. Any such termination shall be effected by
(b) The Contractor's right to proceed shall not be terminated delivery to the Contractor of a Notice of Termination
or the Contractor charged with damages under this specifying the extent to which the performance of the
clause ift— work under the contract is terminated, and the date upon
fo) The delay in completing the work arises from which such termination becomes effective.
unforeseeable causes beyond the control and without (b) If the performance of the work is terminated, either in
the fault or negligence of the Contractor. Examples of whole or in part, the PHA shall be liable to the Contractor
‘such causes include (1) acts of Gad, or of the public for reasonable and proper costs resulting from such
enemy, (ii) acts of the PHA or other governmental termination upon the receipt by the PHA of a properly
entity in either its sovereign or contractual capacity, presented claim setting out in detail: (1) the total cos! of
(ii) acts of another contractor in the performance of a the work performed to date of termination less the total
contract with the PHA, (iv) fires, (v) floods, (vi) amount of contract payments made to the Contractor; (2)
epidemics, (vii) quarantine restrictions, (viii) strikes, the cost (including reasonable profit) of settling and
() freight embargoes, (x) unusually severe weaiher, paying claims under subcontracts and material orders for
or (xi) delays of subcontractors or suppliers at any tier work performed and materials and supplies delivered to
arising from unforeseeable causes beyond the control the site, payment for which has not been made by the
and without the fault or negligence of both the PHA to the Contractor or by the Coniractor to the
Contractor and the subcontractors or suppliers; and subcontractor or supplier; (3) the cost of preserving and
(2) The Contractor, within days (10 days unless othenvise protecting the work already performed until the PHA or
indicated) from the beginning of such delay (unless assignee takes possession thereot or assumes
extended by the Contracting Officer) notifies the responsibility therefore; (4) the actual or estimated cost of
Contracting Officer in writing of the causes of delay. legal and accounting services reasonably necessary to
The Contracting Officer shall ascertain the facts and prepare and present the termination claim to the PHA:
the extent of the delay. If, in the judgment of the and (5) an amount constituting a reasonable profit on the
Contracting Officer, the findings of fact warrant such value of the work performed by the Contractor.
action, time for completing the work shall be extended (c) The Contracting Officer will act on the Contractor's claim
by written modification to the contract. The findings of within days (60 days unless otherwise indicated) of
the Contracting Officer shall be reduced to a written receipt of the Contractor's claim.
decision which shali be subject to the provisions of (d) Any disputes with regard to this clause are expressly
the Disputes clause of this contract. made subject to the provisions of the Disputes clause of
(c} If, after termination of the Contractor's right to praceed, it this contract.
is determined that the Coniractor was not in default, or
that the delay was excusable, the rights and obligations 35. Assignment of Contract
of the parties will be the same as if the tennination had
been for convenience of the PHA. The Contractor shall not assign or transfer any interest in
this contract; except that claims for monies due or to
33. Liquidated Damages become due from the PHA under the contract may be
assigned to a bank, trust company, or other financial
(a) If the Contractor fails to complete the work within the time institution. Such assignments of claims shall only be
specified in the contract, or any extension, as specified in made with the written concurrence of the Contracting
the clause entitled Default of this contract, the Contractor Officer. If the Contractor is a partnership, this contract
shall pay to the PHA as liquidated damages, the sum of shall inure to the benefit of the surviving or remaining
$ Contracting Officer insert amount] for member(s) of such partnership as approved by the
each day of delay. If different completion dates are Contracting Officer.
specified in the contract for Separate parts or stages of the
work, fhe amount of liquidated damages shall be 36. Insurance see terms and conditions
assessed on those parts or sfages which are delayed. To
the extent that the Contractor's delay or nonparformance (@) Before commencing work, the Contractor and each
is excused under another clause in this contract, subcontractor shall fumish the PHA with certificates of
liquidated damages shall not be due the PHA. The insurance showing the following insurance is in force and
Contractor remains liable for damages caused other than will insure all operations under the Coniract:
by delay. (1) Workers’ Compensation, in accordance with state or
(b}) Ifthe PHA terminates the Contractor's right to proceed, Territorial Workers’ Compensation laws.
the resulting damage will consist of liquidated damages (2) Commercial General Liability with a combined single
until such reasonable time as may be required for final limit for bodily injury and property damage of not less
than $ [Contracting Officer insert amount]
Previous editions are obsolete Page 12 of 19 form HUD-5370 (1/2014)
Replaces form HUD-5370-AJump to an indexed page (88 of 88)