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AMENDMENT NO.4
<br /> TOWN OF MASHPEE AND
<br /> GHD INC.
<br /> PAGE 19
<br /> takes over for completion will be completed at the OWNER's risk, and the OWNER will hold harmless
<br /> the Contractor from all claims and damages arising out of improper use of the Contractor's work.
<br /> 17. If, after termination for failure of the Contractor to fulfill contractual obligations, it is determined that the
<br /> Contractor had not so failed,the termination shall be deemed to have been effected for the convenience
<br /> of the OWNER. In such event, adjustment of the price provided for in this agreement shall be made as
<br /> Paragraph 3.01.A.14 provides.
<br /> 18. Except as this agreement otherwise provides,all claims, counter-claims, disputes, and other matters in
<br /> question between the OWNER and the Contractor arising out of or relating to this agreement or the
<br /> breach of it will be decided by arbitration if the parties hereto,mutually agree, or in a court of competent
<br /> jurisdiction pursuant to the laws of Massachusetts.
<br /> 19. The Contractor shall maintain books, records, documents, and other evidence directly pertinent to
<br /> performance on eligible work under this agreement in accordance with generally accepted accounting
<br /> principles and practices consistently applied. 'The Contractor,':shall also maintain the financial
<br /> information and data used by the Contractor in the preparation or support of the cost submission and a
<br /> copy of the cost summary submitted to the,OWNER. The Governor, the Secretary of Administration
<br /> and Finance, MassDEP and State Auditor's Office or any of their duly authorized representatives, shall
<br /> have access to such books,records,documents,and other evidence for inspection,audit,and copying.
<br /> The Contractor will provide proper facilities for such access and inspection.
<br /> 20. The Contractor agrees to include Paragraphs 301 ;kA9-3.01.A.23 in all his contracts and all
<br /> subcontracts directly related to project performance that are in,excess of$25,000.
<br /> 21. Audits conducted un d4r;;:this provision; shall be .in accordance with generally accepted auditing
<br /> standards arid,?establishetl procedures and,guidelines of the;i-viewing or audit agency(ies).
<br /> 22. The Contractor agrees to the disclosure of all information and reports resulting from access to records
<br /> under Paragraphs 3.01.A.19.pr 3 01.A.20, to any of the agencies referred to in Paragraph 3.01.A.19,
<br /> provided that the Contractor'is afforded the opportunity for an audit exit conference and an opportunity
<br /> to comment and submit any,supporting documentation on the pertinent portions of the draft audit report
<br /> grid that the final ;audit report,will include written comments of reasonable length, if any, of the
<br /> Contractor.
<br /> 23. The Contractor shall maintain and make available records under Paragraph 3.01.A.19 and 3.01.A.20
<br /> rmance on eligible work under this agreement and until seven (7) years from the date of
<br /> during p6�fo
<br /> final payment`,for the project:In addition, those records which relate to any"Dispute", appeal under an
<br /> assistance agreement, o, litigation, to the settlement of claims arising out of such performance, or to
<br /> costs or items to which 'an audit exception has been taken, shall be maintained and made available
<br /> until three(3)years after the date of resolution of such appeal, litigation,claim,or exception if such date
<br /> is later than seven (7)years from the date of final payment.
<br /> 24. (This clause is applicable if the amount of this agreement exceeds $100,000). If the OWNER or
<br /> MassDEP determine that any price, including fee, negotiated in connection with this agreement or any
<br /> cost reimbursable under this agreement was increased by any sums because the Contractor or any
<br /> subcontractor furnished incomplete or inaccurate cost or pricing data or data not current as certified in
<br /> his certification of current cost or pricing data,then such price,cost,or fee shall be reduced accordingly
<br /> and the agreement shall be modified in writing to reflect such reduction.
<br /> hops://projects-northameHca.ghd.conVsites/na04_03/proptownofmashpeesta/ProposaiDocs/11229548-AGR-Amendment 4 Mashpee CPS.docx
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