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DocuSign Envelope ID:C8D4FB88-B3C0-4727-B87A-F40BF32228BB <br /> 11.3.5 Should this Agreement be terminated, the Owner shall, nevertheless, have the right to require the Designer and its Consultants <br /> to perform such additional effort as may be necessary to provide professionally certified and sealed drawings and to deliver to the <br /> Owner such certified and sealed drawings with respect to any phase or item of the project,for which effort the Designer shall be <br /> compensated in accordance with this Agreement. Upon request of the Owner,the Designer shall submit to Owner all relevant <br /> documentation, including but not limited to,job cost records,to support its claims for final compensation. <br /> 11.4 Suspension <br /> 11.4.1 The Owner may, in writing, order the Designer to suspend, delay or interrupt all or any part of its Services on the Project for the <br /> convenience of Owner. <br /> 11.4.2 In the event the Designer believes that any suspension, delay or interruption of any or all of the Work on the Project, may <br /> require an extension of the duration of Basic Services or an increase in the level of staffing by Designer, it shall so notify the Owner and <br /> propose an amendment of the Key Milestone Listing for consideration of the Owner. Such amendment or extension shall be effective <br /> only upon the written approval of the Owner,which will not be withheld unreasonably. <br /> 11.4.3 A suspension, delay or interruption of the Project shall not terminate this Agreement; provided, however,that if such <br /> suspension, delay or interruption causes a suspension of the Designer's services for a period exceeding ninety(90) days,the Designer's <br /> compensation for Basic Services may be equitably adjusted upon mutual agreement of the parties. <br /> 11.5 Waiver <br /> 11.5.1 The payment of any sums by the Owner under this Agreement or the failure of the Owner to require compliance by the Designer <br /> with any provisions of this Agreement or the waiver by the Owner of any breach of this Agreement shall not constitute a waiver of any <br /> claim for damages by the Owner for any breach of this Agreement or a waiver of any other required compliance with this Agreement by <br /> the Designer. <br /> 11.5.2 Owner and Designer mutually waive any claim against each other for consequential damages. Consequential Damages include: <br /> A. Damages incurred by Owner for loss of use, income, financing, or business. <br /> B. Damages incurred by Designer for office expenses, including personnel, loss of financing, profit, income, business, <br /> damage to reputation, or any other non-direct damages. <br /> ARTICLE 12 <br /> ADDITIONAL PROVISIONS <br /> 12.1 Confidentiality <br /> 12.1.1 The Designer and its Consultants shall use their best efforts not to disclose or permit the disclosure of any confidential <br /> information relating to the Project, except to its agents, employees and other Consultants who need such confidential information in <br /> order to properly perform their duties relative to this Agreement. <br /> 12.2 Limitation and Assignment <br /> 13 <br /> Revised 07/20 <br />