(A) Contract clauses. All town contracts for supplies, services, and construction shall include provisions necessary to define the responsibilities and rights of the parties to the contract. The purchasing agent, after consultation with the Town Solicitor, may issue clauses appropriate for supply, service, or construction contracts, addressing among others the following subjects:
(1) The unilateral right of the town to order in writing changes in the work within the scope of the contract;
(2) The unilateral right of the town to order in writing temporary stopping of the work or delaying performance that does not alter the scope of the contract;
(3) Variations occurring between estimated quantities of work in contract and actual quantities;
(4) Defective pricing;
(5) Liquidated damages;
(6) Specified excuses for delay or nonperformance;
(7) Termination of the contract for default;
(8) Termination of the contract in whole or in part for the convenience of the town;
(9) Suspension of work on a construction project ordered by the town;
(10) Site conditions differing from those indicated in the contract, or ordinarily encountered, except that a differing site conditions clause need not be included in a contract:
(a) When the contract is negotiated;
(b) When the contractor provides the site or design; or
(c) When the parties have otherwise agreed with respect to the risk of differing site conditions.
(B) Price adjustments.
(1) Adjustments in price resulting from the use of contract clauses required by division (A) of this section shall be computed in one or more of the following ways:
(a) By agreement on a fixed price adjustment before commencement of the pertinent performance or as soon thereafter as practicable;
(b) By unit prices specified in the contract or subsequently agreed upon;
(c) By the costs 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;
(d) In such other manner as the contracting parties may mutually agree; or
(e) In the absence of agreement by the parties, by a unilateral determination by the town of the costs attributable to the events or situations under such clauses with adjustment of profit or fee as computed by the town, as accounted for in accordance with industry specific cost principals and subject to the provisions of §§ 33A.140 et seq. (Appeals and Remedies).
(2) A contractor shall be required to submit cost or pricing data if any adjustment in contract price is subject to the provisions of § 33A.038 (Cost or Pricing Data).
(C) Standard clauses and their modification. The purchasing agent, after consultation with the Town Solicitor, may establish standard contract clauses for use in town contracts. If the purchasing agent establishes any standard clauses addressing the subjects set forth in division (A) 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 notice of any such material variation be stated in the invitation for bids or request for proposals.
(Ord. passed 9-19-05)