(1) Contract Clauses. All contracts for supplies, services, and construction shall include provisions necessary to define the responsibilities and rights of the parties to the contract. The Procurement Director may also issue clauses appropriate for supply, service, or construction contracts, addressing at least the following subjects:
(a) The unilateral right of the County to order in writing changes in the work within the scope of the contract;
(b) The unilateral right of the County to order in writing temporary stoppage of the work or delaying performance that does not alter the scope of the contract;
(c) Variations occurring between estimated quantities of work in a contract and actual quantities;
(d) Defective pricing;
(e) Liquidated damages;
(f) Specified excuses for delay or nonperformances;
(g) Termination of the contract for default;
(h) Termination of the contract in whole or in part for the convenience of the County;
(i) Suspension of work on a construction project ordered by the County; and
(j) Site conditions differing from those indicated in the contract, or ordinarily encountered, except that differing site condition clauses need not be included in a contract:
(i) when the contract is negotiated;
(ii) when the contract provides the site or design; or
(iii) when the parties have otherwise agreed with respect to the risk of differing site conditions.
(2) Price Adjustments.
(a) Adjustments in price resulting from the use of contract clauses required in Subsection 1 of this Section shall be computed in 1 or more of the following ways:
(i) by agreement on a fixed price adjustment before commencement of the pertinent performance or as soon thereafter as practicable;
(ii) by unit prices specified in the contract or subsequently agreed upon;
(iii) by the cost attributable to the events or situations under such clauses with adjustment of profit or fee, all as specified in the contract or subsequently agreed upon;
(iv) in such other manner as contracting parties may mutually agree; or
(v) in the absence of agreement by the parties, by unilateral determination by the County of the reasonable costs allocable, either directly or indirectly, to the events or situations under such clauses as accounted for in accordance with generally accepted accounting principles, and with adjustment of profit or fee, as appropriate, and subject to the provisions of Division 7 (Legal and Contractual Remedies).
(b) A contractor shall be required to submit cost or pricing data if any adjustment in contract price is subject to the provisions of § 7-315 (Cost or Pricing Data).
(3) Standard Clauses and Their Modification. The Procurement Director may establish, after consultation with the County Attorney, standard contract clauses for use in County contracts. If the Procurement Director establishing any standard clauses addressing the subjects set forth in Subsection 1 of this Section, such clauses may be varied provided that any variations are supported by a written determination that states the circumstances justifying such variations, and provided that the nature of any such material variation be stated in the Invitation for Bids or Request for Proposals.
(Ord. 3704, passed 6-17-2003; Ord. 5051, passed 1-22-2019)