Common use of Contract Termination Clause in Contracts

Contract Termination. (a) The Chief or the Chief’s designee may unilaterally terminate this contract, in whole or in part, for any of the reasons set forth in paragraph (a) of I.3.3. (b) Contractor agrees that compensation for termination of this contract, in whole or in part, under this Subsection shall be: (i) refund or release of advanced deposits under E.2.1.2 for timber cut but not removed, (ii) reimbursement for Out-of-Pocket Expenses, and (iii) one of the following, except when termination, pursuant to I.3.3(v), is based upon a change of law which is public and general in nature: replacement volume under subparagraph (c) or liquidated damages under subparagraph (d). (c) Forest Service and Contractor shall make good faith efforts to identify within Contract Area replacement ▇▇▇- ber of similar volume, quality, access, and topography. Stumpage price shall be adjusted under D.3.1 to account for differences between replacement timber and timber deleted. If Forest Service and Contractor cannot reach agreement on satisfactory replacement volume or the proper stumpage of such timber, either party may opt to end the search and Contractor shall be compensated under paragraph (d) of this Subsection. (d) Forest Service shall pay as fixed, agreed, and liquidated damages an amount equivalent to 15 percent of the estimated delivered log value of the volume of timber not harvested due to the termination or partial termination. Esti- mated delivered log value and volume of timber not harvested shall be determined by Contracting Officer as of Termi- nation Date, using Forest Service methods in use as of Termination Date. (e) When Contractor elects termination under this Subsection as a remedy for a delay or interruption pursuant to I.3.3, Contractor shall only be entitled to damages pursuant to subparagraph (d) if the I.3.3 delay or interruption is greater than one year, and the delay or interruption was not initially caused by wind, flood, earthquake, landslide, fire, forest pest epidemic, or other major natural phenomenon. (f) In cases of partial termination under this Subsection, Contractor’s sole and exclusive remedy for the remain- ing volume shall be a rate redetermination pursuant to D.3.1. (g) The applicability of this Subsection shall be unaffected by a finding during administrative appeal or litigation that this sale, or a similarly situated sale, was awarded or operated without properly complying with any statute, regu- lation, or policy. (h) Contractor is required to fulfill all contract obligations not affected by a termination or partial termination under this Subsection. To the extent Contractor is unable to fulfill such obligations, any compensation due to Contractor will be reduced by the cost of completing the unfulfilled obligations, as determined by Contracting Officer.