Determining the Final GMP. In connection with the performance of the Preconstruction Services, and consistent with Education Code Section 17406(a)(3), the Parties shall determine the total amount of the GMP payable to the Contractor pursuant to the LLB Agreements (“Final GMP”). The Final GMP shall be itemized by scope, trades, general conditions, insurance, bonding, contingencies, allowances, and other appropriate cost categories applicable to the Project. Notwithstanding anything to the contrary, the District may terminate the LLB Agreements, in which case neither Party shall have any continuing obligations to the other Party pursuant to the LLB Agreements except as provided in the PSA, if: (i) the such Final GMP exceeds the anticipated fiscal impact for the Project approved by the District Board at the time it approved the LLB Agreements, and the District Board does not approve such Final GMP; (ii) the District determines that it does not or will not have sufficient funding to pay such Final GMP; or (iii) the Parties are unable to agree on the amount of the Final GMP. The Final GMP, as it may be adjusted pursuant to this CSA, shall be deemed and construed to constitute adequate compensation to the Contractor for full and satisfactory completion of the Project and performance of its other obligations pursuant to the LLB Agreements, including, without limitation, the Contractor’s guarantee as described in Subsections 6.1 and 6.5 herein.
Determining the Final GMP. After completion of the Preconstruction Work, the approval of the plans, Drawings, and Specifications by DSA, and the competitive process required pursuant to this CSA for selection of the Subcontractors that will perform portions of the Work, the Parties shall determine the total amount of the GMP payable to the Contractor pursuant to the LLB Agreements (“Final GMP”). The Final GMP shall be based on adjustment of the Preliminary GMP to reflect: (i) the difference between the estimates of the Subcontractors’ costs included in the Preliminary GMP and the actual Subcontractors’ costs determined through the applicable competitive process; and/or (ii) such other factors as the Parties may agree in writing. Except as the Parties so may agree, the other components of the Preliminary GMP (including, without limitation, the cost of any Work to be self- performed by the Contractor) shall be deemed sufficient compensation to the Contractor and, although, in determining the Final GMP, such components may be decreased as agreed by the Parties, such components shall not be increased. Education Code section 17406, subdivision (a)(3), requires District Board approval of the Final GMP at public meeting before the Contractor can commence the Work. If the District Board does not approve the amount of the Final GMP as determined pursuant to this Subsection for any reason including, but not limited to if the District Board determines that it does not or will not have sufficient funding to pay the Final GMP, the District may provide written notice to the Contractor to thereby terminate the LLB Agreements, in which case neither Party shall have any obligations to the other Party under the LLB Agreements and Contractor shall not be entitled to any additional funds except for those previously due to Contractor for the Preconstruction Work. The Final GMP, as it may be adjusted pursuant to this CSA, shall be deemed sufficient compensation to the Contractor for full and satisfactory completion of the Project and performance of its other obligations pursuant to the LLB Agreements, including, without limitation, the Contractor’s guarantee as described in Subsections (a) and (f) of this Section.
