Who pays if new tariffs or delivery problems hit the equipment for the build?
The Ward County contractor takes the equipment logistics risk: transport, routes, roads and bridges, bonds and import and export permits. New trade embargoes and tariffs after signing are the exception. The contractor may claim a change order only on a short list of grounds. A force majeure event gives more time but not money, and tariffs are excluded from that time relief. Tariffs imposed after the price is fixed give more money but not more time. Tariffs are also in the definition of taxes, so the tax clause matters too.
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What the filed contracts say
Contract
What the filed wording says
Nscale Ward County design-build
The design-builder takes the risk of equipment delivery logistics, including transport, routes, roads and permits, except for new trade embargoes and tariffs after signing.
Nscale Ward County design-build
Change orders are limited to a closed list: owner breach, owner delay, suspension, unforeseen ground conditions, force majeure (time only, not for tariffs) and new tariffs (cost only).
Nscale Ward County design-build
Tariffs and duties count as taxes under the contract.
The filed wording
.3 Save for liability arising from trade embargoes or additional tariffs being imposed following the execution of this Agreement, the Design-Builder has the responsibility to determine, and assumes the risk of, all equipment delivery logistics including: (i) the availability and means of transportation and delivery (whether by marine transport, rail, road, or otherwise); (ii) transportation and delivery routes; (iii) the availability and condition of roads, bridges, or other transportation; (iv) damage or correction to roads, bridges, or other transportation infrastructure; (v) any obligation to post bonds; (vi) the method of transportation (considering the size, weight, and modularization of components, and the difference between net versus gross vehicle weights); and (vii) the procurement of all import/export or transportation related permits
Nscale Ward County data centre design-build agreement (AIA A141, four buildings near Odessa, Texas), section 4.4.3.3 · KiNRG S-1/A, Exhibit 10.13
Each extract is quoted from the contract as filed with the SEC, checked against the filed text when it was added; “…” marks words left out. Filers redact commercial terms, so a [***] or [*] is the filer's, not ours. The summaries describe the wording, not how a court would read it, and each contract's defined terms and other clauses can change the effect. General information drawn from public filings. It is not legal advice on any transaction, and using this page does not create a lawyer-client relationship. Views are personal.
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