Permission Required. Contractor may, with prior written permission from the WSP Project Manager, enter into subcontracts with third parties for its performance of any part of Contractor’s duties and obligations. Subject to the other provisions of this Section 16.1, WSP expressly consents to Contractor’s use of the Subcontractors designated in its Response for the provision of the Services specified in the Response. Any such Subcontractor approval for providing a Service, a Deliverable or a Change Order may be rescinded in WSP’s sole discretion. Contractor Responsibility. Contractor is responsible and liable for the proper performance of and the quality of any work performed by any and all Subcontractors. In no event shall the existence of a subcontract operate to release or reduce the liability of Contractor to WSP for any breach in the performance of Contractor’s duties. In addition, Contractor’s use of any Subcontractor shall not cause the loss of any warranty from Contractor. WSP has the right to refuse reimbursement for obligations incurred under any subcontract that do not comply with the terms and conditions of this Contract. All subcontracts will be made in writing and copies provided to WSP upon request. For purposes of this Contract, Contractor agrees to indemnify, defend, and hold WSP harmless from and against any and all claims, actions, losses, liabilities, damages, costs and expenses (including reasonable attorney fees) arising out of or related to acts or omissions of Contractor’s Subcontractors, their agents, or employees. At WSP’s request, Contractor shall forward copies of subcontracts and fiscal, programmatic and other material pertaining to any and all subcontracts. For any Subcontractor, Contractor shall: Be responsible for Subcontractor compliance with the Contract and the subcontract terms and conditions; and Ensure that the Subcontractor follows WSP’s reporting formats and procedures as specified by WSP. Include in the Subcontractor’s subcontract substantially similar terms as are provided in Sections 3.7, 4.5 – 4.9, 8.1, 8.2, 8.4, 9, 12.8, 18, 19, 22.9.3.1, 23.16, and 23.20 of this Contract. Upon expiration or termination of this Contract for any reason, WSP and/or the State will have the right to enter into direct agreements with any of the Subcontractors. Contractor agrees that its arrangements with Subcontractors will not prohibit or restrict such Subcontractors from entering into direct agreements with WSP.
Appears in 3 contracts
Sources: Saas Contract, Saas Contract, On Premise Model Contract