Common use of Recourse by Contractor Clause in Contracts

Recourse by Contractor. In the event that Company defaults at any time by refusing or neglecting to supply a sufficient quantity of materials of proper quality, or is adjudicated bankrupt, or files an arrangement proceeding, or commits any act of insolvency, or makes an assignment for the benefit of creditors without Contractor’s consent, or fails to make prompt payment to his subcontractors, suppliers and/or laborers, or fails in any respect to properly and diligently prosecute the work covered by this Agreement, or otherwise fails to perform fully any of the agreements herein contained, Contractor may, at his option, after giving written notice to Company: supplement Company’s work efforts by providing or causing to be provided any design, engineering, labor, materials, equipment, subtrade, or any other type of work or payment as may be necessary to cure the default of Company; and/or terminate Company’s right to proceed with a portion of or the remainder of Company’s work in which event Contractor shall have the right to enter upon the premises of the project and take possession, for the purpose of completing the work included under this Agreement, of Company’s materials, tools, and appliances, and may employ any other person(s) or firm(s) to finish Company’s work and provide the materials therefore. In the case of termination of the remainder of Company’s work Company shall not be entitled to receive any further payment under this Agreement until the work undertaken by Contractor in his prime contract is finished. In the case of such supplementation or termination of Company’s work, Contractor shall be entitled to recover all expenses and damages incurred for completing Company’s work including, but not limited to, the cost of: design, engineering, labor, materials, equipment, subtrade work, general conditions, onsite supervision, insurance, bonds, and any payments made on behalf of Company plus a markup of fifteen percent on all such expenses and damages, hereinafter referred to collectively as Completion Costs. Such Completion Costs shall be deducted from any payment then due or to become due to Company. If the unpaid balance of the amount to be paid under this Agreement exceeds the Completion Costs incurred by Contractor the excess shall be paid by Contractor to Company as it becomes due under the terms of this Agreement; but, if the Completion Costs exceed such unpaid balance, then Company shall promptly pay to Contractor the amount by which the Completion Costs exceed such unpaid balance and Contractor shall have a lien upon all Company’s materials, tools and appliances taken possession of, as aforesaid, to secure the payment thereof. The notice referred to in this Paragraph H will be sufficient and complete when handed to a supervising employee employed by Company or when sent to Company at his address shown in this Agreement or sent via facsimile or e-mail to the then current facsimile number or e-mail address of the Company. Contractor may withhold, or on account of subsequently discovered evidence, nullify the whole or a part of any payment under Attachment B Payment, to such extent as may be necessary to protect Contractor from loss on account of (1) defective work not remedied; (2) claims filed or reasonable evidence indicating probable filing of claim; (3) failure of Company to make payments promptly to his subcontractors or for material, labor, or for fringe benefits; (4) a reasonable doubt that this Agreement can be completed for the balance then unpaid; (5) damage to another subcontractor. In the event Contractor elects to withhold funds on account of any of the referenced items above, Contractor may withhold one hundred fifty percent of the value of such item or items. When the above grounds are removed, such amounts as are then due and owing shall be paid or credited to Company. Any sum or sums chargeable to the Company or any of Company’s affiliates, parent company, related entities or subsidiaries under any provision of this Agreement or any other agreement with Contractor or any party related to Contractor (except to the extent of personal injury or other damages covered by Company’s insurance where Company’s insurer acknowledges coverage and assumes all liability), may, at the election of the Contractor, be deducted from any payments otherwise due or to become due to the Company or its payment and performance bond surety(ies) under this or any other agreement between the Contractor or any party related to Contractor (including any subsidiary or affiliate of Contractor, any entity which is at least fifty percent owned or controlled by the owners of Contractor, or any joint venture in which Contractor or any of the foregoing is a venturer) and the Company with any remaining amounts due to Contractor to be paid by Company, or the Contractor may pursue the Company for such amounts and recover damages.

Recourse by Contractor. In the event that Company Subcontractor defaults at any time by refusing or neglecting to supply a sufficient number of properly skilled workmen or a sufficient quantity of materials of proper quality, or fails to correct deficient work, or is adjudicated bankrupt, or files an arrangement proceeding, or commits any act of insolvency, or makes an assignment for the benefit of creditors without Contractor’s consent, or fails to make prompt payment to his subcontractors, suppliers and/or laborers, or fails in any respect to properly and diligently prosecute the work covered by this Agreement, or becomes delinquent with respect to contributions or payments required to be made to any Health and Welfare, Pension, Vacation, Apprenticeship or other employee benefit program or trust, or otherwise fails to perform fully any of the agreements herein contained, Contractor may, at his option, after giving written notice to CompanySubcontractor: supplement Companyand/or correct Subcontractor’s work efforts by providing or causing to be provided any design, engineering, labor, materials, equipment, subtrade, or any other type of work or payment as may be necessary to cure the default of CompanySubcontractor; and/or terminate CompanySubcontractor’s right to proceed with a portion of or the remainder of CompanySubcontractor’s work in which event Contractor shall have the right to enter upon the premises of the project and take possession, for the purpose of completing the work included under this Agreement, of CompanySubcontractor’s materials, tools, and appliances, and may employ any other person(s) or firm(s) to finish CompanySubcontractor’s work and provide the materials therefore. In the case of termination of the remainder of CompanySubcontractor’s work Company Subcontractor shall not be entitled to receive any further payment under this Agreement until the work undertaken by Contractor in his prime contract is finished. In the case of such supplementation supplementation, correction or termination of CompanySubcontractor’s work, Contractor shall be entitled to recover all expenses and damages incurred for completing CompanySubcontractor’s work including, but not limited to, the cost of: design, engineering, labor, materials, equipment, subtrade work, general conditions, onsite supervision, insurance, bonds, and any payments made on behalf of Company Subcontractor plus a markup of fifteen percent on all such expenses and damages, hereinafter referred to collectively as Completion Costs. Such Completion Costs shall be deducted from any payment then due or to become due to CompanySubcontractor. If the unpaid balance of the amount to be paid under this Agreement exceeds the Completion Costs incurred by Contractor the excess shall be paid by Contractor to Company Subcontractor as it becomes due under the terms of this Agreement; but, if the Completion Costs exceed such unpaid balance, then Company Subcontractor shall promptly pay to Contractor the amount by which the Completion Costs exceed such unpaid balance and Contractor shall have a lien upon all CompanySubcontractor’s materials, tools and appliances taken possession of, as aforesaid, to secure the payment thereof. The notice referred to in this Paragraph H will be sufficient and complete when handed to a supervising employee employed by Company Subcontractor or when sent to Company Subcontractor at his address shown in this Agreement or sent via facsimile or e-mail to the then current facsimile number or e-mail address of the CompanySubcontractor. Contractor may withhold, or on account of subsequently discovered evidence, nullify the whole or a part of any payment under Attachment B Payment, to such extent as may be necessary to protect Contractor from loss on account of (1) defective work not remedied; (2) claims filed or reasonable evidence indicating probable filing of claim; (3) failure of Company Subcontractor to make payments promptly to his subcontractors or for material, labor, or for fringe benefits; (4) a reasonable doubt that this Agreement can be completed for the balance then unpaid; (5) damage to another subcontractor. In the event Contractor elects to withhold funds on account of any of the referenced items above, Contractor may withhold one hundred fifty percent of the value of such item or items. When the above grounds are removed, such amounts as are then due and owing shall be paid or credited to CompanySubcontractor. Any sum or sums chargeable to the Company Subcontractor or any of CompanySubcontractor’s affiliates, parent company, related entities or subsidiaries under any provision of this Agreement or any other subcontract or agreement with Contractor or any party related to Contractor (except to the extent of personal injury or other damages covered by CompanySubcontractor’s insurance where CompanySubcontractor’s insurer acknowledges coverage and assumes all liability), may, at the election of the Contractor, be deducted from any payments otherwise due or to become due to the Company Subcontractor or its payment and performance bond surety(ies) under this or any other subcontract or agreement between the Contractor or any party related to Contractor (including any subsidiary or affiliate of Contractor, any entity which is at least fifty percent owned or controlled by the owners of Contractor, or any joint venture in which Contractor or any of the foregoing is a venturer) and the Company Subcontractor with any remaining amounts due to Contractor to be paid by CompanySubcontractor, or the Contractor may pursue the Company Subcontractor for such amounts and recover damages.

Recourse by Contractor. In the event that Company Subcontractor defaults at any time by refusing or neglecting to supply a sufficient number of properly skilled workmen or a sufficient quantity of materials of proper quality, or fails to correct deficient work, or is adjudicated bankrupt, or files an arrangement proceeding, or commits any act of insolvency, or makes an assignment for the benefit of creditors without Contractor’s consent, or fails to make prompt payment to his subcontractors, suppliers and/or laborers, or fails in any respect to properly and diligently prosecute the work covered by this Agreement, or becomes delinquent with respect to contributions or payments required to be made to any Health and Welfare, Pension, Vacation, Apprenticeship or other employee benefit program or trust, or otherwise fails to perform fully any of the agreements herein contained, Contractor may, at his option, after giving written notice to CompanySubcontractor: supplement Companyand/or correct Subcontractor’s work efforts by providing or causing to be provided any design, engineering, labor, materials, equipment, subtrade, or any other type of work or payment as may be necessary to cure the default of CompanySubcontractor; and/or terminate CompanySubcontractor’s right to proceed with a portion of or the remainder of CompanySubcontractor’s work in which event Contractor shall have the right to enter upon the premises of the project and take possession, for the purpose of completing the work included under this Agreement, of CompanySubcontractor’s materials, tools, and appliances, and may employ any other person(s) or firm(s) to finish CompanySubcontractor’s work and provide the materials therefore. In the case of termination of the remainder of CompanySubcontractor’s work Company Subcontractor shall not be entitled to receive any further payment under this Agreement until the work undertaken by Contractor in his prime contract is finished. In the case of such supplementation supplementation, correction or termination of CompanySubcontractor’s work, Contractor shall be entitled to recover all expenses and damages incurred for completing CompanySubcontractor’s work including, but not limited to, the cost of: design, engineering, labor, materials, equipment, subtrade work, general conditions, onsite supervision, insurance, bonds, and any payments made on behalf of Company Subcontractor plus a markup of fifteen percent on all such expenses and damages, hereinafter referred to collectively as Completion Costs. Such Completion Costs shall be deducted from any payment then due or to become due to CompanySubcontractor. If the unpaid balance of the amount to be paid under this Agreement exceeds the Completion Costs incurred by Contractor the excess shall be paid by Contractor to Company Subcontractor as it becomes due under the terms of this Agreement; but, if the Completion Costs exceed such unpaid balance, then Company Subcontractor shall promptly pay to Contractor the amount by which the Completion Costs exceed such unpaid balance and Contractor shall have a lien upon all CompanySubcontractor’s materials, tools and appliances taken possession of, as aforesaid, to secure the payment thereof. The notice referred to in this Paragraph H will be sufficient and complete when handed to a supervising employee employed by Company Subcontractor or when sent to Company Subcontractor at his address shown in this Agreement or sent via facsimile or e-mail to the then current facsimile number or e-mail address of the CompanySubcontractor. Contractor may withhold, or on account of subsequently discovered evidence, nullify the whole or a part of any payment under Attachment B Payment, to such extent as may be necessary to protect Contractor from loss on account of (1) defective work not remedied; (2) claims filed or reasonable evidence indicating probable filing of claim; (3) failure of Company Subcontractor to make payments promptly to his subcontractors or for material, labor, or for fringe benefits; (4) a reasonable doubt that this Agreement can be completed for the balance then unpaid; (5) damage to another subcontractor. In the event Contractor elects to withhold funds on account of any of the referenced items above, Contractor may withhold one hundred fifty percent of the value of such item or items. When the above grounds are removed, such amounts as are then due and owing shall be paid or credited to Company. Any sum or sums chargeable to the Company or any of Company’s affiliates, parent company, related entities or subsidiaries under any provision of this Agreement or any other agreement with Contractor or any party related to Contractor (except to the extent of personal injury or other damages covered by Company’s insurance where Company’s insurer acknowledges coverage and assumes all liability), may, at the election of the Contractor, be deducted from any payments otherwise due or to become due to the Company or its payment and performance bond surety(ies) under this or any other agreement between the Contractor or any party related to Contractor (including any subsidiary or affiliate of Contractor, any entity which is at least fifty percent owned or controlled by the owners of Contractor, or any joint venture in which Contractor or any of the foregoing is a venturer) and the Company with any remaining amounts due to Contractor to be paid by Company, or the Contractor may pursue the Company for such amounts and recover damagesSubcontractor.

Recourse by Contractor. In the event that Company Vendor defaults at any time by refusing or neglecting to supply a sufficient sufficient quantity of materials of proper quality, or is adjudicated bankrupt, or files files an arrangement proceeding, or commits any act of insolvency, or makes an assignment for the benefit benefit of creditors without Contractor’s consent, or fails to make prompt payment to his subcontractors, suppliers and/or laborers, or fails in any respect to properly and diligently prosecute the work covered by this Agreement, , or otherwise fails to perform fully any of the agreements herein contained, Contractor may, at his option, after aGer giving written notice to CompanyVendor: supplement CompanyVendor’s work efforts efforts by providing or causing to be provided any design, engineering, labor, materials, equipment, subtrade, or any other type of work or payment as may be necessary to cure the default of CompanyVendor; and/or terminate CompanyVendor’s right to proceed with a portion of or the remainder of CompanyVendor’s work in which event Contractor shall have the right to enter upon the premises of the project and take possession, for the purpose of completing the work included under this Agreement, of CompanyVendor’s materials, tools, and appliances, and may employ any other person(s) or firm(sfirm(s) to finish Companyfinish Vendor’s work and provide the materials therefore. In the case of termination of the remainder of CompanyVendor’s work Company Vendor shall not be entitled to receive any further payment under this Agreement until the work undertaken by Contractor in his prime contract is finishedfinished. In the case of such supplementation or termination of CompanyVendor’s work, Contractor shall be entitled to recover all expenses and damages incurred for completing CompanyVendor’s work including, but not limited to, the cost of: design, engineering, labor, materials, equipment, subtrade work, general conditions, onsite supervision, insurance, bonds, and any payments made on behalf of Company Vendor plus a markup of fifteen fiGeen percent on all such expenses and damages, hereinafter hereinaGer referred to collectively as Completion Costs. Such Completion Costs shall be deducted from any payment then due or to become due to CompanyVendor. If the unpaid balance of the amount to be paid under this Agreement exceeds the Completion Costs incurred by Contractor Contractor, the excess shall be paid by Contractor to Company Vendor as it becomes due under the terms of this Agreement; but, if the Completion Costs exceed such unpaid balance, then Company Vendor shall promptly pay to Contractor the amount by which the Completion Costs exceed such unpaid balance and Contractor shall have a lien upon all CompanyVendor’s materials, tools and appliances taken possession of, as aforesaid, to secure the payment thereof. The notice referred to in this Paragraph H will be sufficient sufficient and complete when handed to a supervising employee employed by Company Vendor or when sent to Company Vendor at his address shown in this Agreement or sent via facsimile or e-mail to the then current facsimile number or e-mail address of the CompanyVendor. Contractor may withhold, or on account of subsequently discovered evidence, nullify the whole or a part of any payment under Attachment B Payment, to such extent as may be necessary to protect Contractor from loss on account of (1) defective work not remedied; (2) claims filed filed or reasonable evidence indicating probable filing filing of claim; (3) failure of Company Vendor to make payments promptly to his subcontractors or for material, labor, or for fringe benefitsbenefits; (4) a reasonable doubt that this Agreement can be completed for the balance then unpaid; (5) damage to another subcontractor. In the event Contractor elects to withhold funds on account of any of the referenced items above, Contractor may withhold one hundred fifty xXx percent of the value of such item or items. When the above grounds are removed, such amounts as are then due and owing shall be paid or credited to CompanyVendor. Any sum or sums chargeable to the Company Vendor or any of CompanyVendor’s affiliatesaffiliates, parent company, related entities or subsidiaries under any provision of this Agreement or any other agreement with Contractor or any party related to Contractor (except to the extent of personal injury or other damages covered by CompanyVendor’s insurance where CompanyVendor’s insurer acknowledges coverage and assumes all liability), may, at the election of the Contractor, be deducted from any payments otherwise due or to become due to the Company Vendor or its payment and performance bond surety(ies) under this or any other agreement between the Contractor or any party related to Contractor (including any subsidiary or affiliate affiliate of Contractor, any entity which is at least fifty xXx percent owned or controlled by the owners of Contractor, or any joint venture in which Contractor or any of the foregoing is a venturer) and the Company Vendor with any remaining amounts due to Contractor to be paid by CompanyVendor, or the Contractor may pursue the Company Vendor for such amounts and recover damages.

Recourse by Contractor. In the event that Company Vendor defaults at any time by refusing or neglecting to supply a sufficient quantity of materials of proper quality, or is adjudicated bankrupt, or files an arrangement proceeding, or commits any act of insolvency, or makes an assignment for the benefit of creditors without Contractor’s consent, or fails to make prompt payment to his subcontractors, suppliers and/or laborers, or fails in any respect to properly and diligently prosecute the work covered by this Agreement, , or otherwise fails to perform fully any of the agreements herein contained, Contractor may, at his option, after giving written notice to CompanyVendor: supplement CompanyVendor’s work efforts by providing or causing to be provided any design, engineering, labor, materials, equipment, subtrade, or any other type of work or payment as may be necessary to cure the default of CompanyVendor; and/or terminate CompanyVendor’s right to proceed with a portion of or the remainder of CompanyVendor’s work in which event Contractor shall have the right to enter upon the premises of the project and take possession, for the purpose of completing the work included under this Agreement, of CompanyVendor’s materials, tools, and appliances, and may employ any other person(s) or firm(s) to finish CompanyVendor’s work and provide the materials therefore. In the case of termination of the remainder of CompanyVendor’s work Company Vendor shall not be entitled to receive any further payment under this Agreement until the work undertaken by Contractor in his prime contract is finished. In the case of such supplementation or termination of CompanyVendor’s work, Contractor shall be entitled to recover all expenses and damages incurred for completing CompanyVendor’s work including, but not limited to, the cost of: design, engineering, labor, materials, equipment, subtrade work, general conditions, onsite supervision, insurance, bonds, and any payments made on behalf of Company Vendor plus a markup of fifteen percent on all such expenses and damages, hereinafter referred to collectively as Completion Costs. Such Completion Costs shall be deducted from any payment then due or to become due to CompanyVendor. If the unpaid balance of the amount to be paid under this Agreement exceeds the Completion Costs incurred by Contractor Contractor, the excess shall be paid by Contractor to Company Vendor as it becomes due under the terms of this Agreement; but, if the Completion Costs exceed such unpaid balance, then Company Vendor shall promptly pay to Contractor the amount by which the Completion Costs exceed such unpaid balance and Contractor shall have a lien upon all CompanyVendor’s materials, tools and appliances taken possession of, as aforesaid, to secure the payment thereof. The notice referred to in this Paragraph H will be sufficient and complete when handed to a supervising employee employed by Company Vendor or when sent to Company Vendor at his address shown in this Agreement or sent via facsimile or e-mail to the then current facsimile number or e-mail address of the CompanyVendor. Contractor may withhold, or on account of subsequently discovered evidence, nullify the whole or a part of any payment under Attachment B Payment, to such extent as may be necessary to protect Contractor from loss on account of (1) defective work not remedied; (2) claims filed or reasonable evidence indicating probable filing of claim; (3) failure of Company Vendor to make payments promptly to his subcontractors or for material, labor, or for fringe benefits; (4) a reasonable doubt that this Agreement can be completed for the balance then unpaid; (5) damage to another subcontractor. In the event Contractor elects to withhold funds on account of any of the referenced items above, Contractor may withhold one hundred fifty percent of the value of such item or items. When the above grounds are removed, such amounts as are then due and owing shall be paid or credited to CompanyVendor. Any sum or sums chargeable to the Company Vendor or any of CompanyVendor’s affiliates, parent company, related entities or subsidiaries under any provision of this Agreement or any other agreement with Contractor or any party related to Contractor (except to the extent of personal injury or other damages covered by CompanyVendor’s insurance where CompanyVendor’s insurer acknowledges coverage and assumes all liability), may, at the election of the Contractor, be deducted from any payments otherwise due or to become due to the Company Vendor or its payment and performance bond surety(ies) under this or any other agreement between the Contractor or any party related to Contractor (including any subsidiary or affiliate of Contractor, any entity which is at least fifty percent owned or controlled by the owners of Contractor, or any joint venture in which Contractor or any of the foregoing is a venturer) and the Company Vendor with any remaining amounts due to Contractor to be paid by CompanyVendor, or the Contractor may pursue the Company Vendor for such amounts and recover damages.

Recourse by Contractor. In the event that Company Vendor defaults at any time by refusing or neglecting to supply a sufficient quantity of materials of proper quality, or is adjudicated bankrupt, or files an arrangement proceeding, or commits any act of insolvency, or makes an assignment for the benefit of creditors without Contractor’s consent, or fails to make prompt payment to his subcontractors, suppliers and/or laborers, or fails in any respect to properly and diligently prosecute the work covered by this Agreement, , or otherwise fails to perform fully any of the agreements herein contained, Contractor may, at his option, after giving written notice to CompanyVendor: supplement CompanyVendor’s work efforts by providing or causing to be provided any design, engineering, labor, materials, equipment, subtrade, or any other type of work or payment as may be necessary to cure the default of CompanyVendor; and/or terminate CompanyVendor’s right to proceed with a portion of or the remainder of CompanyVendor’s work in which event Contractor shall have the right to enter upon the premises of the project and take possession, for the purpose of completing the work included under this Agreement, of CompanyVendor’s materials, tools, and appliances, and may employ any other person(s) or firm(s) to finish CompanyVendor’s work and provide the materials therefore. In the case of termination of the remainder of CompanyVendor’s work Company Vendor shall not be entitled to receive any further payment under this Agreement until the work undertaken by Contractor in his prime contract is finished. In the case of such supplementation or termination of CompanyVendor’s work, Contractor shall be entitled to recover all expenses and damages incurred for completing CompanyVendor’s work including, but not limited to, the cost of: design, engineering, labor, materials, equipment, subtrade work, general conditions, onsite supervision, insurance, bonds, and any payments made on behalf of Company Vendor plus a markup of fifteen percent on all such expenses and damages, hereinafter referred to collectively as Completion Costs. Such Completion Costs shall be deducted from any payment then due or to become due to CompanyVendor. If the unpaid balance of the amount to be paid under this Agreement exceeds the Completion Costs incurred by Contractor Contractor, the excess shall be paid by Contractor to Company Vendor as it becomes due under the terms of this Agreement; but, if the Completion Costs exceed such unpaid balance, then Company Vendor shall promptly pay to Contractor the amount by which the Completion Costs exceed such unpaid balance and Contractor shall have a lien upon all CompanyVendor’s materials, tools and appliances taken possession of, as aforesaid, to secure the payment thereof. The notice referred to in this Paragraph H will be sufficient and complete when handed to a supervising employee employed by Company Vendor or when sent to Company Vendor at his address shown in this Agreement or sent via facsimile or e-mail to the then current facsimile number or e-mail address of the CompanyVendor. Contractor may withhold, or on account of subsequently discovered evidence, nullify the whole or a part of any payment under Attachment B Payment, to such extent as may be necessary to protect Contractor from loss on account of (1) defective work not remedied; (2) claims filed or reasonable evidence indicating probable filing of claim; (3) failure of Company Vendor to make payments promptly to his subcontractors or for material, labor, or for fringe benefits; (4) a reasonable doubt that this Agreement can be completed for the balance then unpaid; (5) damage to another subcontractor. In the event Contractor elects to withhold funds on account of any of the referenced items above, Contractor may withhold one hundred fifty percent of the value of such item or items. When the above grounds are removed, such amounts as are then due and owing shall be paid or credited to CompanyVendor. Any sum or sums chargeable SUBMITTALS: Vendor shall furnish all samples, shop drawings, schedules, and descriptive literature as required by and in accordance with the Contract Documents. Submittals shall be made with a sufficient number of copies to comply with the project requirements, and shall be issued to Contractor in a timely manner so as to not delay the progress of work. Vendor shall strictly conform to the Company requirements of the Contract Documents, and specifically identify any and all deviations in the Submittal package. LABOR RELATIONS: Vendor agrees to comply with the terms and conditions of the current labor agreement or any agreements applying to Contractor insofar as they relate to the work to be performed by Vendor under this Agreement. DELIVERIES / STORAGE: Vendor is aware of Company’s affiliates, parent company, related entities or subsidiaries under any provision of this Agreement or any other agreement the site constraints and limited space available for material storage. Vendor shall coordinate and deliver all on-site storage materials with Contractor or prior to delivery. Vendor shall keep the path of travel clear and shall not block any party related entries, exits, areas of handicap accessibility, egress and the like at any time. FEDERAL, STATE, AND LOCAL LAW: Vendor agrees to Contractor comply with all applicable Federal (except to the extent of personal injury or other damages covered by Company’s insurance where Company’s insurer acknowledges coverage and assumes all liabilityincluding Executive Orders), mayState and Local Law, at the election of the Contractor, be deducted from any payments otherwise due or including but not limited to become due those pertaining to the Company or its payment Equal Employment Opportunity and performance bond surety(ies) under this or any other agreement between the Contractor or any party related to Contractor (including any subsidiary or affiliate of Contractor, any entity which is at least fifty percent owned or controlled by the owners of Contractor, or any joint venture in which Contractor or any of the foregoing is a venturer) and the Company with any remaining amounts due to Contractor to be paid by Company, or the Contractor may pursue the Company for such amounts and recover damagesSafety.

Recourse by Contractor. In the event that Company Subcontractor defaults at any time by refusing or neglecting to supply a sufficient number of properly skilled workmen or a sufficient quantity of materials of proper quality, or fails to correct deficient work, or is adjudicated bankrupt, or files an arrangement proceeding, or commits any act of insolvency, or makes an assignment for the benefit of creditors without Contractor’s consent, or fails to make prompt payment to his subcontractors, suppliers and/or laborers, or fails in any respect to properly and diligently prosecute the work covered by this Agreement, or becomes delinquent with respect to contributions or payments required to be made to any Health and Welfare, Pension, Vacation, Apprenticeship or other employee benefit program or trust, or otherwise fails to perform fully any of the agreements herein contained, Contractor may, at his option, after giving written notice to CompanySubcontractor: supplement Companyand/or correct Subcontractor’s work efforts by providing or causing to be provided any design, engineering, labor, materials, equipment, subtrade, or any other type of work or payment as may be necessary to cure the default of CompanySubcontractor; and/or terminate CompanySubcontractor’s right to proceed with a portion of or the remainder of CompanySubcontractor’s work in which event Contractor shall have the right to enter upon the premises of the project and take possession, for the purpose of completing the work included under this Agreement, of CompanySubcontractor’s materials, tools, and appliances, and may employ any other person(s) or firm(s) to finish CompanySubcontractor’s work and provide the materials therefore. In the case of termination of the remainder of CompanySubcontractor’s work Company Subcontractor shall not be entitled to receive any further payment under this Agreement until the work undertaken by Contractor in his prime contract is finished. In the case of such supplementation supplementation, correction or termination of CompanySubcontractor’s work, Contractor shall be entitled to recover all expenses and damages incurred for completing CompanySubcontractor’s work including, but not limited to, the cost of: design, engineering, labor, materials, equipment, subtrade work, general conditions, onsite supervision, insurance, bonds, and any payments made on behalf of Company Subcontractor plus a markup of fifteen percent on all such expenses and damages, hereinafter referred to collectively as Completion Costs. Such Completion Costs shall be deducted from any payment then due or to become due to CompanySubcontractor. If the unpaid balance of the amount to be paid under this Agreement exceeds the Completion Costs incurred by Contractor the excess shall be paid by Contractor to Company Subcontractor as it becomes due under the terms of this Agreement; but, if the Completion Costs exceed such unpaid balance, then Company Subcontractor shall promptly pay to Contractor the amount by which the Completion Costs exceed such unpaid balance and Contractor shall have a lien upon all CompanySubcontractor’s materials, tools and appliances taken possession of, as aforesaid, to secure the payment thereof. The notice referred to in this Paragraph H will be sufficient and complete when handed to a supervising employee employed by Company Subcontractor or when sent to Company Subcontractor at his address shown in this Agreement or sent via facsimile or e-mail e -mail to the then current facsimile number or e-mail e -mail address of the CompanySubcontractor. Contractor may withhold, or on account of subsequently discovered evidence, nullify the whole or a part of any payment under Attachment B Payment, to such extent as may be necessary to protect Contractor from loss on account of (1) defective work not remedied; (2) claims filed or reasonable evidence indicating probable filing of claim; (3) failure of Company Subcontractor to make payments promptly to his subcontractors or for material, labor, or for fringe benefits; (4) a reasonable doubt that this Agreement can be completed for the balance then unpaid; (5) damage to another subcontractor. In the event Contractor elects to withhold funds on account of any of the referenced items above, Contractor may withhold one hundred fifty percent of the value of such item or itemsitems . When the above grounds are removed, such amounts as are then due and owing shall be paid or credited to Company. Any sum or sums chargeable to the Company or any of Company’s affiliates, parent company, related entities or subsidiaries under any provision of this Agreement or any other agreement with Contractor or any party related to Contractor (except to the extent of personal injury or other damages covered by Company’s insurance where Company’s insurer acknowledges coverage and assumes all liability), may, at the election of the Contractor, be deducted from any payments otherwise due or to become due to the Company or its payment and performance bond surety(ies) under this or any other agreement between the Contractor or any party related to Contractor (including any subsidiary or affiliate of Contractor, any entity which is at least fifty percent owned or controlled by the owners of Contractor, or any joint venture in which Contractor or any of the foregoing is a venturer) and the Company with any remaining amounts due to Contractor to be paid by Company, or the Contractor may pursue the Company for such amounts and recover damagesSubcontractor.

Recourse by Contractor. In the event that Company defaults at any time by refusing or neglecting to supply a sufficient quantity of materials of proper quality, or is adjudicated bankrupt, or files an arrangement proceeding, or commits any act of insolvency, or makes an assignment for the benefit of creditors without Contractor’s consent, or fails to make prompt payment to his subcontractors, suppliers and/or laborers, or fails in any respect to properly and diligently prosecute the work covered by this Agreement, , or otherwise fails to perform fully any of the agreements herein contained, Contractor may, at his option, after giving written notice to Company: supplement Company’s work efforts by providing or causing to be provided any design, engineering, labor, materials, equipment, subtrade, or any other type of work or payment as may be necessary to cure the default of Company; and/or terminate Company’s right to proceed with a portion of or the remainder of Company’s work in which event Contractor shall have the right to enter upon the premises of the project and take possession, for the purpose of completing the work included under this Agreement, of Company’s materials, tools, and appliances, and may employ any other person(s) or firm(s) to finish Company’s work and provide the materials therefore. In the case of termination of the remainder of Company’s work Company shall not be entitled to receive any further payment under this Agreement until the work undertaken by Contractor in his prime contract is finished. In the case of such supplementation or termination of Company’s work, Contractor shall be entitled to recover all expenses and damages incurred for completing Company’s work including, but not limited to, the cost of: design, engineering, labor, materials, equipment, subtrade work, general conditions, onsite supervision, insurance, bonds, and any payments made on behalf of Company plus a markup of fifteen percent on all such expenses and damages, hereinafter referred to collectively as Completion Costs. Such Completion Costs shall be deducted from any payment then due or to become due to Company. If the unpaid balance of the amount to be paid under this Agreement exceeds the Completion Costs incurred by Contractor the excess shall be paid by Contractor to Company as it becomes due under the terms of this Agreement; but, if the Completion Costs exceed such unpaid balance, then Company shall promptly pay to Contractor the amount by which the Completion Costs exceed such unpaid balance and Contractor shall have a lien upon all Company’s materials, tools and appliances taken possession of, as aforesaid, to secure the payment thereof. The notice referred to in this Paragraph H will be sufficient and complete when handed to a supervising employee employed by Company or when sent to Company at his address shown in this Agreement or sent via facsimile or e-mail to the then current facsimile number or e-mail address of the CompanyCompany . Contractor may withhold, or on account of subsequently discovered evidence, nullify the whole or a part of any payment under Attachment B Payment, to such extent as may be necessary to protect Contractor from loss on account of (1) defective work not remedied; (2) claims filed or reasonable evidence indicating probable filing of claim; (3) failure of Company to make payments promptly to his subcontractors or for material, labor, or for fringe benefits; (4) a reasonable doubt that this Agreement can be completed for the balance then unpaid; (5) damage to another subcontractor. In the event Contractor elects to withhold funds on account of any of the referenced items above, Contractor may withhold one hundred fifty percent of the value of such item or items. When the above grounds are removed, such amounts as are then due and owing shall be paid or credited to Company. Any sum or sums chargeable to the Company or any of Company’s affiliates, parent company, related entities or subsidiaries under any provision of this Agreement or any other agreement with Contractor or any party related to Contractor (except to the extent of personal injury or other damages covered by Company’s insurance where Company’s insurer acknowledges coverage and assumes all liability), may, at the election of the Contractor, be deducted from any payments otherwise due or to become due to the Company or its payment and performance bond surety(ies) under this or any other agreement between the Contractor or any party related to Contractor (including any subsidiary or affiliate of Contractor, any entity which is at least fifty percent owned or controlled by the owners of Contractor, or any joint venture in which Contractor or any of the foregoing is a venturer) and the Company with any remaining amounts due to Contractor to be paid by Company, or the Contractor may pursue the Company for such amounts and recover damages.

Recourse by Contractor. In the event that Company defaults at any time by refusing or neglecting to supply a sufficient quantity of materials of proper quality, or is adjudicated bankrupt, or files an arrangement proceeding, or commits any act of insolvency, or makes an assignment for the benefit of creditors without Contractor’s consent, or fails to make prompt payment to his subcontractors, suppliers and/or laborers, or fails in any respect to properly and diligently prosecute the work covered by this Agreement, , or otherwise fails to perform fully any of the agreements herein contained, Contractor may, at his option, after giving written notice to Company: supplement Company’s work efforts by providing or causing to be provided any design, engineering, labor, materials, equipment, subtrade, or any other type of work or payment as may be necessary to cure the default of Company; and/or terminate Company’s right to proceed with a portion of or the remainder of Company’s work in which event Contractor shall have the right to enter upon the premises of the project and take possession, for the purpose of completing the work included under this Agreement, of Company’s materials, tools, and appliances, and may employ any other person(s) or firm(s) to finish Company’s work and provide the materials therefore. In the case of termination of the remainder of Company’s work Company shall not be entitled to receive any further payment under this Agreement until the work undertaken by Contractor in his prime contract is finished. In the case of such supplementation or termination of Company’s work, Contractor shall be entitled to recover all expenses and damages incurred for completing Company’s work including, but not limited to, the cost of: design, engineering, labor, materials, equipment, subtrade work, general conditions, onsite supervision, insurance, bonds, and any payments made on behalf of Company plus a markup of fifteen percent on all such expenses and damages, hereinafter referred to collectively as Completion Costs. Such Completion Costs shall be deducted from any payment then due or to become due to Company. If the unpaid balance of the amount to be paid under this Agreement exceeds the Completion Costs incurred by Contractor the excess shall be paid by Contractor to Company as it becomes due under the terms of this Agreement; but, if the Completion Costs exceed such unpaid balance, then Company shall promptly pay to Contractor the amount by which the Completion Costs exceed such unpaid balance and Contractor shall have a lien upon all Company’s materials, tools and appliances taken possession of, as aforesaid, to secure the payment thereof. The notice referred to in this Paragraph H will be sufficient and complete when handed to a supervising employee employed by Company or when sent to Company at his address shown in this Agreement or sent via facsimile or e-mail to the then current facsimile number or e-mail address of the CompanyCompany . Contractor may withhold, or on account of subsequently discovered evidence, nullify the whole or a part of any payment under Attachment B Payment, to such extent as may be necessary to protect Contractor from loss on account of (1) defective work not remedied; (2) claims filed or reasonable evidence indicating probable filing of claim; (3) failure of Company to make payments promptly to his subcontractors or for material, labor, or for fringe benefits; (4) a reasonable doubt that this Agreement can be completed for the balance then unpaid; (5) damage to another subcontractor. In the event Contractor elects to withhold funds on account of any of the referenced items above, Contractor may withhold one hundred fifty percent of the value of such item or items. When the above grounds are removed, such amounts as are then due and owing shall be paid or credited to Company. Any sum or sums chargeable to the Company or any of Company’s affiliates, parent company, related entities or subsidiaries under any provision of this Agreement or any other agreement with Contractor or any party related to Contractor (except to the extent of personal injury or other damages covered by Company’s insurance where Company’s insurer acknowledges coverage and assumes all liability), may, at the election of the Contractor, be deducted from any payments otherwise due or to become due to the Company or its payment and performance bond surety(ies) under this or any other agreement between the Contractor or any party related to Contractor (including any subsidiary or affiliate of Contractor, any entity which is at least fifty percent owned or controlled by the owners of Contractor, or any joint venture in which Contractor or any of the foregoing is a venturer) and the Company with any remaining amounts due to Contractor to be paid by Company, or the Contractor may pursue the Company for such amounts and recover damages.

Recourse by Contractor. In the event that Company defaults VENDOR shall at any time by refusing or neglecting to supply a sufficient quantity of materials of proper quality, or when this Agreement is in effect be adjudicated as bankrupt, or files make an arrangement proceedingassignment for the benefit of creditors, or commits commit any act of insolvency, or makes an assignment fail to pay promptly when due all bills and charges for labor, materials and rental of equipment used in the benefit performance of creditors without Contractor’s consent, this Agreement or fails to make prompt payment to his subcontractors, suppliers and/or laborers, or fails in any respect to properly and diligently prosecute the work covered required by this AgreementAgreement to be paid, or otherwise fails and/or in the event of VENDOR’S failure to perform fully any of the agreements herein containedpromptly each and every obligation required hereunder, Contractor mayincluding failure to initiate and pursue timely and effective remedial action, at his optionCONTRACTOR, after giving upon mailing a written notice to Company: supplement Company’s VENDOR, may take over the work efforts by providing or causing to be provided any designseparable part thereof, engineering, labor, materials, equipment, subtradeand complete the same, or any other type of work or payment as may be necessary to cure have the default of Company; and/or terminate Company’s right to proceed with a portion of or the remainder of Company’s work same completed, at VENDOR’S expense, and in which event Contractor taking over CONTRACTOR shall have the right to enter upon the premises of the project and take possessionright, for the purpose completing such work hereunder, to take possession of completing the work included under this Agreementall drawings, of Company’s materialsmaterials , tools, and appliances belonging to VENDOR, for such purposes this Purchase Agreement shall be construed as an assignment of VENDOR to CONTRACTOR of said drawings, materials, tools and appliances. It is agreed that, and may employ any other person(s) or firm(s) to finish Company’s work and provide in the materials therefore. In the case event of termination of the remainder of Company’s work Company such taking over by CONTRACTOR, VENDOR shall not be entitled to receive any further payment under this Agreement until the work undertaken by Contractor CONTRACOR in his prime contract is completely finished. In the case of such supplementation or termination of Company’s workAt that time, Contractor shall be entitled to recover all expenses and damages incurred for completing Company’s work including, but not limited to, the cost of: design, engineering, labor, materials, equipment, subtrade work, general conditions, onsite supervision, insurance, bonds, and any payments made on behalf of Company plus a markup of fifteen percent on all such expenses and damages, hereinafter referred to collectively as Completion Costs. Such Completion Costs shall be deducted from any payment then due or to become due to Company. If if the unpaid balance of the amount to be paid under this Agreement exceeds the Completion Costs expense incurred by Contractor the CONTRACTOR in finishing VENDOR’S work, such excess shall be paid by Contractor CONTACTOR to Company as it becomes due under the terms of this AgreementVENDOR; but, if such expense exceeds the Completion Costs exceed such unpaid balance, then Company the VENDOR shall promptly pay to Contractor CONTRACTOR the amount by which such expense exceeds the Completion Costs exceed unpaid balance. The expense referred to in the last sentence shall include costs incurred by CONTRACTOR for finishing the work, for attorney’s fees, and any damages sustained by CONTRACTOR by reason of VENDOR’S default, plus a markup of 15% General Overhead and 10% Profit on any and all such unpaid balance expenses, and Contractor CONTRACTOR shall have a lien upon all Company’s materials, tools and appliances taken possession of, as aforesaid, to secure the payment thereof. LABOR RELATIONS: “Subcontractor acknowledges that Contractor has entered into the following labor agreements covering work at the construction jobsite with the Southern California District Council of Laborers and its affiliated Local Unions: Southern California Laborers Master Agreement, effective July 1, 2018, to June 30, 2022 (“Master Labor Agreement”). The notice referred subcontractor acknowledges and agrees that a copy of the Master Labor Agreement is available to subcontractor. “Subcontractor agrees that, as an essential condition to entering into this subcontract, it shall be bound to and shall comply with all the terms and conditions of the Master Labor Agreement referenced above, including wages, trust fund contributions, working rules, the grievance/arbitration procedure and any other mechanism for the resolution of dispute contained in this Paragraph H will the Master Labor Agreement, on all covered work performed in the geographic area of the Master Labor Agreement. Subcontractor agrees that it shall be sufficient and complete when handed to a supervising employee employed by Company or when sent to Company at his address shown in this Agreement or sent via facsimile or e-mail bound to the then current facsimile number or e-mail address Master Labor Agreement, commencing with the first hour of the Company. Contractor may withholdwork performed by its employees on this Project, or on account of subsequently discovered evidence, nullify the whole or a part of any payment under Attachment B Payment, to such extent as may be necessary to protect Contractor from loss on account of (1) defective work not remedied; (2) claims filed or reasonable evidence indicating probable filing of claim; (3) failure of Company to make payments promptly to his subcontractors or for material, labor, or for fringe benefits; (4) a reasonable doubt that this Agreement can be completed for the balance then unpaid; (5) damage to another subcontractor. In the event Contractor elects to withhold funds on account of any of the referenced items above, Contractor may withhold one hundred fifty percent of the value of such item or items. When the above grounds are removed, such amounts as are then due and owing shall be paid or credited to Company. Any sum or sums chargeable bound to the Company Master Labor Agreement for all its construction work, whether or any of Company’s affiliates, parent company, related entities or subsidiaries under any provision of this Agreement or any other agreement with Contractor or any party related to Contractor (except to not the extent of personal injury or other damages covered by Company’s insurance where Company’s insurer acknowledges coverage and assumes all liability), may, at the election of work is performed for the Contractor, be deducted from any payments otherwise due or for the duration of the Master Labor Agreement, and until timely terminated pursuant to the terms of the Master Labor Agreement, for the duration of successor Master Labor Agreements. “Subcontractor further agrees to require all its subcontractors performing job site work of the type covered by the Master Labor Agreement referenced above to become due bound to the Company or its payment and performance bond surety(ies) under this or any other agreement between the Contractor or any party related to Contractor (including any subsidiary or affiliate of Contractor, any entity which is at least fifty percent owned or controlled by the owners of Contractor, or any joint venture in which Contractor or any comply with all of the foregoing is a venturer) terms and conditions of the Master Labor Agreement. “Subcontractor acknowledges that the Southern California District Council of Laborers and its affiliated Local Unions, and the Company with any remaining amounts due to Contractor to be paid by Company, or Construction Laborers Trust Funds for Southern California are the Contractor intended third-party beneficiaries of this contractual provision and may pursue enforce its provision directly against the Company for such amounts and recover damagessubcontractor.

Recourse by Contractor. In the event that Company defaults Subcontractor at any time by refusing refuses or neglecting neglects to supply a sufficient number or properly skilled workmen or a sufficient quantity of materials of proper quality, or is be adjudicated as bankrupt, or files an arrangement arrangement, proceeding, or commits any act of insolvency, or makes an assignment for the benefit of creditors without Contractor’s consentor creditors, or fails to make prompt payment to his subcontractors, suppliers and/or materialmen and laborers, or fails in any respect to properly and diligently prosecute the work Work covered by this Agreement, or becomes delinquent with respect to contributions or payments required to be made to any Health and Welfare, Pension, Vacation, Apprenticeship, or other employee benefit program or trust, or fails to fulfill any of the provisions of these General Subcontract Provisions by Subcontractor to perform, or otherwise fails to perform fully any and all of the agreements herein contained, Contractor may, at his Contractor’s option, after giving forty-eight (48) hours written notice to Company: supplement Company’s work efforts by providing or causing to be provided Subcontractor, provide any design, engineering, labor, materials, equipment, subtrade, or any other type of work or payment such labor and materials as may be necessary through its own forces or through separate subcontractors, and deduct the cost thereof plus fifteen percent (15%) of such costs as the agreed markup for Contractor’s general overhead and ten percent (10%) of such costs as the agreed markup for Contractor’s profit, from any money then due or thereafter to cure the default of Company; and/or become due to Subcontractor under this Agreement, or Contractor may, at Contractor’s option, terminate CompanySubcontractor’s right to proceed with a portion of or the remainder of Company’s work Work and, in which event that event, Contractor shall have the right to enter upon the premises of the project Project and take possession, for the purpose of completing the work Work included under this Agreement, of Company’s all materials, tools, and appliancesappliances of Subcontractor, and may employ any other person(s) or firm(s) to finish Company’s work the Work and provide the materials therefore. In the case of such termination for cause of Subcontractor’s right to proceed with the remainder of Company’s work Company Work, Subcontractor shall not be entitled to receive any further payment under this Agreement until the work undertaken by Contractor in his prime contract the Prime Contract is completely finished. In the case of such supplementation or termination of Company’s workAt that time, Contractor shall be entitled to recover all expenses and damages incurred for completing Company’s work including, but not limited to, the cost of: design, engineering, labor, materials, equipment, subtrade work, general conditions, onsite supervision, insurance, bonds, and any payments made on behalf of Company plus a markup of fifteen percent on all such expenses and damages, hereinafter referred to collectively as Completion Costs. Such Completion Costs shall be deducted from any payment then due or to become due to Company. If if the unpaid balance of the amount to be paid under this Agreement exceeds the Completion Costs expenses incurred by Contractor the in finishing Subcontractor’s Work, such excess shall be paid by Contractor to Company as it becomes due under the terms of this Agreement; butSubcontractor, but if the Completion Costs such expense shall exceed such unpaid balance, then Company Subcontractor shall promptly pay to Contractor the amount by which the Completion Costs exceed such expense exceeds such unpaid balance balance. The expense referred to in the last sentence shall include expenses incurred by Contractor for furnishing materials, for finishing work, for attorneys’ fees, and for any damages sustained by Contractor by reason of Subcontractor’s default plus a markup of fifteen percent (15%) general overhead and ten percent (10%) profit on any and all of such expenses. Contractor shall have a lien upon all Company’s materials, tools tools, and appliances taken possession of, as aforesaid, to secure the payment thereof. The notice referred to in this Paragraph H will Should it be sufficient determined that any such termination for cause was not proper, the same shall be treated as if the termination was for convenience and complete when handed to a supervising employee employed by Company or when sent to Company at his address shown in this Agreement or sent via facsimile or e-mail to the then current facsimile number or e-mail address of the Companyany amounts due shall be determined as set forth therein. Contractor may withhold, or on account of subsequently discovered evidence, nullify the in whole or a part of any payment under Attachment B Payment, Section 4 to such extent as may be necessary to protect Contractor from loss loss, including costs and attorney’s fees, on account of (1i) defective work not remedied; , (2ii) claims filed or reasonable evidence indicating probable filing of a claim; , (3iii) failure of Company Subcontractor to make payments promptly properly to his Subcontractor’s subcontractors or suppliers for material, labor, or for fringe benefits; , (4iv) a reasonable doubt that this Agreement can be completed for the balance then unpaid; , and (5v) damage to another subcontractor. In the event Contractor elects to withhold funds on account of any of the referenced items above, Contractor may withhold one hundred fifty percent of the value of such item or items. When the above grounds are removed, such amounts as are then due and owing shall be paid or credited to Company. Any sum or sums chargeable to the Company or any of Company’s affiliates, parent company, related entities or subsidiaries under any provision of this Agreement or any other agreement with Contractor or any party related to Contractor (except to the extent of personal injury or other damages covered by Company’s insurance where Company’s insurer acknowledges coverage and assumes all liability), may, at the election of the Contractor, be deducted from any payments otherwise due or to become due to the Company or its payment and performance bond surety(ies) under this or any other agreement between the Contractor or any party related to Contractor (including any subsidiary or affiliate of Contractor, any entity which is at least fifty percent owned or controlled by the owners of Contractor, or any joint venture in which Contractor or any of the foregoing is a venturer) and the Company with any remaining amounts due to Contractor to be paid by Company, or the Contractor may pursue the Company for such amounts and recover damagesSubcontractor.

Recourse by Contractor. In the event that Company defaults SUBCONTRACTOR at any time by refusing refuses or neglecting neglects to supply a sufficient number of properly skilled workmen or a sufficient quantity of materials of proper quality, or is be adjudicated as bankrupt, or files an arrangement proceeding, or commits any act of insolvency, or makes an assignment for the benefit of creditors without Contractor’s CONTRACTOR’S consent, or fails to make prompt payment to his subcontractors, suppliers and/or laborers, materialmen and laborers or fails in any respect to properly and diligently prosecute the work covered by this Agreement, or becomes delinquent with respect to contributions or payments required to be made to any Health and Welfare, Pension, Vacation, Apprenticeship, or other employee benefit program or trust, or fails to fulfill any of the provisions of these General Subcontract Provisions by him to be performed, or otherwise fails to perform fully any and all of the agreements herein contained, Contractor CONTRACTOR may, at his option, after giving forty-eight (48) hours written notice to Company: supplement Company’s work efforts by providing or causing to be provided SUBCONTRACTOR, (1) provide any design, engineering, labor, materials, equipment, subtrade, or any other type of work or payment such labor and materials as may be necessary and deduct the cost thereof including a markup of 15% General Overhead and 10% Profit, from any money then due or thereafter to cure become due to the default of CompanySUBCONTRACTOR under this Agreement; and/or or (2) CONTRACTOR may, at his option, terminate Company’s SUBCONTRACTOR’S right to proceed with a portion of or the remainder of Company’s work work, and, in which event Contractor that event, CONTRACTOR shall have the right to enter upon the premises of the project and take possession, possession for the purpose of completing the work included under this Agreement, of Company’s all materials, tools, and appliancesappliances of SUBCONTRACTOR, and may employ any other person(s) person or firm(s) persons to finish Company’s the work and provide the materials therefore. In the case of such termination of SUBCONTRACTOR’S right to proceed with the remainder of Company’s work Company work, said SUBCONTRACTOR shall not be entitled to receive any further payment under this Agreement until the work undertaken by Contractor CONTRACTOR in his prime contract is completely finished. In the case of such Following supplementation or termination of Company’s workpursuant to this Section H, Contractor shall be entitled to recover all expenses and damages incurred for completing Company’s work including, but not limited to, the cost of: design, engineering, labor, materials, equipment, subtrade work, general conditions, onsite supervision, insurance, bonds, and any payments made on behalf of Company plus a markup of fifteen percent on all such expenses and damages, hereinafter referred to collectively as Completion Costs. Such Completion Costs shall be deducted from any payment then due or to become due to Company. If if the unpaid balance of the amount to be paid under this Agreement exceeds the Completion Costs expenses incurred by Contractor the CONTRACTOR in finishing SUBCONTRACTOR’S work, such excess shall be paid by Contractor CONTRACTOR to Company as it becomes due under the terms of this Agreement; but, SUBCONTRACTOR but if the Completion Costs such expense shall exceed such unpaid balance, then Company SUBCONTRACTOR shall promptly pay to Contractor CONTRACTOR the amount by which the Completion Costs exceed such expense exceeds such unpaid balance balance. The expense referred to in the last sentence shall include expenses incurred by CONTRACTOR for furnishing materials for finishing the work, and Contractor any damages sustained by CONTRACTOR by reason of SUBCONTRACTOR’S default, plus a markup of 15% General Overhead and 10% Profit on any and all of such expenses, and CONTRACTOR shall have a lien upon all Company’s materials, tools tools, and appliances taken possession of, as aforesaid, to secure the payment thereof. The notice referred to in this Paragraph H paragraph will be sufficient and complete when handed faxed or mailed to a supervising employee employed by Company or when sent to Company SUBCONTRACTOR at his address as shown in this Agreement or sent via facsimile or e-mail to the then current facsimile number or e-mail address of the CompanyAgreement. Contractor CONTRACTOR may withhold, or on account of subsequently discovered evidence, nullify the whole or a part of any payment under Attachment B Payment, SECTION 4 to such extent as may be necessary to protect Contractor CONTRACTOR from loss loss, on account of (1) defective work not remedied; (2) claims filed or reasonable evidence indicating probable filing of claim; , (3) failure of Company SUBCONTRACTOR to make payments promptly properly to his subcontractors SUBCONTRACTORS or for material, labor, or for fringe benefits; (4) a reasonable doubt that this Agreement can be completed for the balance then unpaid; (5) damage to another subcontractor. In the event Contractor elects to withhold funds on account of any of the referenced items above, Contractor may withhold one hundred fifty percent of the value of such item or itemsSUBCONTRACTOR. When the above grounds are removed, such amounts as are then due and owing shall be paid or credited to CompanySUBCONTRACTOR. Any sum When any moneys are expended or sums chargeable costs or expenses are incurred by CONTRACTOR on behalf of or on account of SUBCONTRACTOR, which SUBCONTRACTOR should have paid, which SUBCONTRACTOR is required to reimburse CONTRACTOR, or if CONTRACTOR continues or completes the Company or any of Company’s affiliateswork after default by SUBCONTRACTOR, parent company, related entities or subsidiaries under any provision of this Agreement or any other agreement with Contractor or any party related SUBCONTRACTOR shall pay to Contractor (except to the extent of personal injury or other damages covered by Company’s insurance where Company’s insurer acknowledges coverage and assumes all liability), may, CONTRACTOR interest at the election of maximum rate allowed by law per annum from the Contractortime said moneys are expanded or said cost or expenses are incurred until the same are paid to CONTRACTOR by SUBCONTRACTOR. Nothing herein contained shall be construed as requiring CONTRACTOR to make any such expenditure, be deducted from advance any payments otherwise due or to become due to the Company or its payment and performance bond surety(ies) under this or any other agreement between the Contractor or any party related to Contractor (including any subsidiary or affiliate of Contractor, any entity which is at least fifty percent owned or controlled by the owners of Contractorsuch moneys, or incur any joint venture in which Contractor or any of the foregoing is a venturer) and the Company with any remaining amounts due to Contractor to be paid by Company, or the Contractor may pursue the Company for such amounts and recover damagesexpenses.