Encl. (1) to COMDTINST 16460.5
party fails to cure said breach within this forty-eight (48) hour period or longer, if mutually agreed
to by the parties, then this Agreement shall terminate.
ARTICLE 11. REMEDIES
11.1 Change Orders. If any dispute arises under this Agreement with respect to the
Contractor Work, and the dispute is not promptly resolved and, in the USCG's Judgment, further
delays would adversely affect performance under this Agreement, USCG may, in its discretion, in
addition to and without prejudice to any other rights or remedies, issue a separate change order with
respect to the matter in dispute, subject to a reservation of rights as to resolution of the dispute, and
the Contractor will promptly perform and furnish the services covered by the change order. Subject
to USCG's reservation of rights, the change order shall provide for payment at the rates or prices
specified in this Agreement or at Contractor's quoted price if the rates are not specified in this
Agreement.
11.2 Costs. Should Contractor incur attorneys' fees in order to enforce the terms and
conditions of this Agreement, whether or not a legal action is instituted, Contractor may be entitled
to reimbursement of such attorneys' fees. Reimbursement shall be at rates not to exceed those
allowable under existing authority to pay attorneys' fees as set forth in Equal Access to Justice Act
and costs in addition to all other remedies either party may have at law or in equity. Should any
legal action be instituted, the Contractor, if it prevails, shall be entitled to recover all litigation
costs, including reasonable attorneys' fees subject to the limitations set forth above.
11.3 Non-Exclusive Rights. The rights and remedies of USCG pursuant to Articles 10
and 11 hereof shall not be exclusive and are in addition to any other rights and remedies provided
by law or equity.
ARTICLE 12. MISCELLANEOUS PROVISIONS
12.1 Waiver. Any waiver by either party of any provision or condition of this Agreement
shall not be construed or deemed to be a waiver of any other provision or condition of this
Agreement, or a waiver of a subsequent breach of the same provision or condition, unless such
waiver be so expressed in writing and signed by the party to be bound.
12.2 Construction. The validity, interpretation and performance of this Agreement shall
be governed and construed in accordance with the federal acquisition laws and the precedents of
the Department of Transportation Board of Contract Appeals. All Article and Section headings
herein are for convenience only and are in no way to be construed as part of this Agreement or as a
limitation of the scope of the particular provisions to which they may refer.
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