8944-17 Ratify Agreement with Local 1043, AFL-CIO & OH Council 8, AFSCME

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the remainder of the Subcontract or the application of such tern or provision to other person or entity or circumstances, shall not be affected thereby, and each tern and provision of the Subcontract shall be valid and enforced to the fullest extent permitted by law. 4.4 The Subcontract shall be binding on the DB and Subcontractor, their sub - subcontractors and suppliers, their representatives, heirs, successors and assigns, in respect to all covenants and obligations contained in the Contract Documents, but the Subcontractor may not assign the Subcontract without the prior written consent of the DB and the City. ARTICLE 5 - EFFECTIVENESS 5.1 The Subcontract shall become binding and effective upon execution by the DB. 5.2 This Subcontract has been executed in several counterparts, each of which shall constitute a complete original Subcontract, which may be introduced in evidence or used for any other purpose without production of any other counterparts. 5.3 Any signatory may deliver a copy of its counterpart signature page to this Subcontract via fax or e- mail. Each signatory shall be entitled to rely upon a signature of any other signatory delivered in such a manner as if such signature were an original. ARTICLE 6 - REPRESENTATIONS 6.1 Contingent Assignment. The DB's contingent assignment of this Subcontract to the City, as provided in the Design/Build Contract and the Contract Documents, is effective after termination of the DB by the City and the City's acceptance of the assignment in writing to the Subcontractor. The Subcontractor consents to the assignment to the City of all rights and privileges of the DB and shall be bound at the same price and terms as in this Subcontract to the City. Unless the City takes assignment of the Subcontract (which assignment the City may elect or reject in its sole discretion), the Subcontractor will not have any contractual rights or shall be entitled to assert any claims against the City, directly or indirectly. Provided further, in the event of assignment, the Subcontractor acknowledges and agrees that the City assumes no obligations in existence and enforceable preceding the date of assignment of this Subcontract to the City. 6.2 Intended Third -Parry Beneficiary. The City is an intended third party beneficiary of the Subcontract, entitled to enforce and /or otherwise entitled to exercise any rights hereunder for its benefit. 6.3 Insurance. The Subcontractor shall maintain insurance in accordance with the Contract Documents. The Insurance Requirements of the City as attached hereto as Exhibit B which sets forth the minimum limits of liability for the insurance required in the Contract Documents, 6.4 Right to Audit. The Subcontractor agrees that the City, the City Engineer, the City Authorized Representative as well as any other representatives or agents designated by the City have access to and the right to audit and the right to copy at the City's cost all of the Subcontractor's books, records, 321Page __