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i <br /> d. Should the Architect, if an architect is retained for the project involving the Work, or Owner <br /> reject any portion of the Work for failing to comply with the Contract Documents Contractor <br /> shall immediately, at Contractor's expense, correct the Work. Any such rejection may be <br /> made before or after substantial completion. if applicable,any additional expense borne by the <br /> Architect under this section shall be paid at Contractor's expense. <br /> e. The Contractor shall not assign any portion of this Agreement nor subcontract the Work in its <br /> entirety without the prior written consent of the Owner. <br /> 12. CONSEQUENTIAL AND LIQUIDATED DAMAGES <br /> a. Owner and Contractor mutually waive any claim against each other for consequential damages. <br /> Consequential Damages include: <br /> i. Damages incurred by Owner for loss of use, income, financing,or business. <br /> ii. Damages incurred by Contractor for office expenses, including personnel, loss of <br /> financing, profit, income, business, damage to reputation, or any other non-direct <br /> damages. <br /> b. Liquidated damages shall be in accord with the Contract Documents. <br /> 13. TERMINATION OR SUSPENSION <br /> a. The Owner may, without cause, order the Contractor to terminate, suspend, delay or interrupt <br /> the Work in whole or in part for such period of time as the Owner may determine. In the event <br /> of termination by the Owner under this Agreement, the Contractor shall be entitled to receive <br /> its reasonable and documented direct costs prior to termination, including the cost of materials <br /> purchased for the Work which purchases cannot be canceled or which material cannot <br /> reasonably be used by the Contractor on other work, and the cost of closing down the work in a <br /> safe and efficient manner. <br /> i. If Owner orders a delay, suspension or interruption of the Work, and such order is not <br /> due to or as a result of any fault on the part of the Contractor, the Contractor may <br /> recover a per diem amount at a rate calculated by the Contract Documents. <br /> ii. If Contractor elects to accept the amount listed in the General Conditions provision of <br /> the Construction Documents Contractor waives any right to further claims for payment <br /> of damages sustained as a result of Owner's order to delay, suspend or interrupt the <br /> Work. <br /> b. Contractor may terminate the Contract if, at the Owner's written direction,the Work is stopped <br /> for thirty (30) consecutive days through no act or fault of the Contractor, their agents or <br /> employees, or a subcontractor or their agents or employees or any other person performing <br /> work pursuant to the Contract Documents. Contractor may terminate the Contract if a Court or <br /> other Public authority having jurisdiction enters a lawful order that requires all work to be <br /> stopped and such stoppage lasts for thirty(30)consecutive days. <br /> 14. ENTIRE AGREEMENT <br /> All of the documents listed, referenced or described in this Agreement,the written Notice-to-Proceed, <br /> together with Modifications made or issued in accordance herewith are the Contract Documents,and the work, <br /> labor, materials and completed construction required by the Contract Documents and all parts thereof is the <br /> Work. The Contract Documents constitute the entire agreement between Owner and Contractor. This <br /> Revised November 2011 7 <br />