Legal Commencement Notice

LEGAL COMMENCEMENT NOTICE

This Legal Commencement Notice (the "Notice") is delivered on by and between Client Name: , Client Address: and Contractor Name: , Contractor Address: , in connection with Contract Title: , Contract Date: .

RECITALS

WHEREAS: Client and Contractor are parties to the Contract referenced above under which Contractor agreed to perform certain work and services for the Project described below;

WHEREAS: Client requires formal notice to establish the date on which Contractor shall begin performance of work, and to confirm satisfaction of any pre-commencement conditions precedent, including but not limited to bonds, insurance, permits and mobilization obligations;

WHEREAS: The parties desire to set a definitive commencement date and to memorialize the consequences of commencement and of any failure to commence as required by the Contract and applicable law;

NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth below, and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows:

1. NOTICE OF COMMENCEMENT

Client hereby gives formal notice to Contractor that Contractor is authorized and required to commence performance of the Work under the Contract on Commencement Date: (the "Commencement Date"). Commencement of Work means physical mobilization to the Site and initiation of the activities described in Section 2 below.

2. PROJECT AND SCOPE

Project Name: . Project Location: .

3. PRE-COMMENCEMENT CONDITIONS

Contractor represents that, as of the Commencement Date, Contractor will have in force all insurance coverages, bonds, licenses and permits required by the Contract and by applicable law. Client shall not be obligated to accept commencement if any material pre-commencement condition remains unsatisfied. Items to be provided prior to or contemporaneous with commencement:

Surety bond delivered and acceptable to Client.
Insurance certificates and endorsements delivered and approved by Client.
Required permits obtained and available at Site.

4. EFFECTS OF COMMENCEMENT

Commencement shall cause: (a) the schedule of performance to begin to run; (b) any time-sensitive obligations (including notice, claim, cure and milestone provisions) under the Contract to be triggered; and (c) the commencement of Contractor's obligations to procure, maintain, and keep in force required bonds and insurance. Commencement will not, by itself, waive any right or defense available to either party except as expressly set forth in writing.

5. FAILURE TO COMMENCE; DEFAULT

If Contractor fails to commence performance on or before the Commencement Date, Client may, after providing any cure period required by the Contract, suspend Contractor, declare Contractor in material default, direct removal from the Site, engage other contractors to perform the Work, and seek recovery of all direct, indirect and consequential damages, including costs of completion and any increased costs. Any exercise of remedies shall be without prejudice to any other remedy available at law or in equity.

6. REPRESENTATIONS AND WARRANTIES

Each party represents and warrants that it has full corporate or organizational power and authority to execute and deliver this Notice and to perform its obligations hereunder, that the execution of this Notice has been duly authorized by all necessary corporate or other action and that the person signing below is authorized to bind the respective party.

7. NOTICES

8. GOVERNING LAW

This Notice and any dispute arising out of or relating to it shall be governed by and construed in accordance with the laws of the State of without regard to conflict-of-law principles.

9. ENTIRE AGREEMENT; SEVERABILITY

This Notice, together with the Contract and any documents expressly incorporated herein by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof. If any provision of this Notice is held to be invalid, illegal or unenforceable in any respect, the remaining provisions shall remain in full force and effect and the parties shall endeavor to substitute a valid, legal and enforceable provision that reflects the parties' intent.

10. AMENDMENT; WAIVER; COUNTERPARTS

No amendment or modification of this Notice shall be effective unless in writing signed by both parties. No waiver of any breach or default shall constitute a waiver of any subsequent breach or default. This Notice may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. Delivery of a signature by electronic transmission shall be effective as an original signature.

11. ACKNOWLEDGMENT

The undersigned hereby certify that they are authorized representatives of their respective parties, that they have read and understand this Notice, and that the information contained herein is true and correct to the best of their knowledge. The delivery of this Notice is intended to create legally binding obligations as specified in the Contract and under applicable law.

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