Agenda - 10-09-2007-4o - Laserfiche WebLink

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1 TERMS AND CONDITIONS A12TICLE L' CLIEXT'S RESPO;VSItttLIT1E5 ~) Client's Representative: The Client shall appoint a reprcstnlatiwe authorirtd to act on the Clirm's hehall'uith respect m the Pntjcct. The C'licnt or its rcprestntativt shall nrtkc decisions in a timeh manner regarding uIl aspects nl the Pmject. shall exmnint documents suhmined by Summit Consuhing 1?ngineers ihtrcinaficr referred u+ as SummiU and render decision: in a tinttl+ manner to avoid unrcasonahlc d+aay in the uritrrlr and sequential progress nl' Summit's services and the Protect schedule accepted he Client. B) Client's Pro+~ram and Kud~,:ct Rryuirentents: Clicttt shall provide Summit lull inlitnnatian in a timcl~ manner regarding all its rciluiromtnts for the Prnjrrt including its nbjcctivts. schedule, crittna. a+nstrainu and hud~±rt includin_~ reasrntablt eonungtncies. C.') Right oi' Entry: C'litnt shall pnwidt right of tnlrv Car Summit. its stall: ;uhconsultants.:ntd all nteessan equipment to iomplete the ~L`urk. Summit ++•ill take reasonable precautions to minimize damage to propem. Client understands that in the norntal course of ~+ork some damage may occur, [he enrrci:tion of which is not pan of this .Agreement. D) Required- Information: Client will furnish Summit all infarmatian. rcyuircments, data, reports, suneys and instructions required to complete the Scope al Strvi+as. including identihing the type and location of undergnuntd intpmvcnttnts and utilities. and all existing conditions. Swnmit shall have the n~~ht to rely upon the cumple;tenes> and accuracy of such infiinnetiun Client ackna+wledges that certain assumptions ++•ill he made regarding existing conditions that cannot he verified +vithout destruction ar damage to exxisting facilities. 'fo the fullest txt+:nt permitted by law. Client agrees to +vaive all claims a~~ainst. and to hold hamtless and indemnilc. Summit and its subeonsultants. I'or damages to under4_round improvements and utilities and tar any costs associated with undisclosed existing conditions. E) Im'oices: Summit will render invoices every thirty days. Payment is due upon presentation of invoice mtd is past due thirh• (30) days from imaice date. Client agrees to pa}~ a serict charge of one and one half percent (1':i°'o) per month. or the maximum rate allo+ved h. la+w. nn past dot accounts. Payment of invoices shall not be subject to any discounts. set-oli's. or backcharges by Client unless agreed to itt +ariting by Summit. Client shall pay all costs. expenses. and distributions, including collection agency fees and expenses. court ousts and reasonable attomtvs' fees incurred by Summit, in the event colection or legal processes arc employed to collect ouutanding hilts. F) Sales Tax: Client +will pay any applicable sales tax +chcncvcr deumtd to bt due. Pavnttnt ttrnts are exclusive of sales tax. ARTICLE Il: SUM1Il4IPI''S RF.SPOVSIi311,ITIF.S .~) Standard of Care: Summit shall pertbnn the services called tier by this :lgrecment +vith the level of care and skill ordinarily exercised by members of the same professions currenth• practicing under similar conditions. No other +varranty. expressed or implied. is made. Client ackno+eledges that increased costs and changes may bt required dtie to omission.~ambiguities and inconsistencies in the dra+ings and specifications. Client agrces to set aside a contingency of at least 3°rb oC dtt Project constnletirnt cost to pay tier these costs and changes. Client further agrees it will make no claims against Summit 1'or any such costs and ch:mges covered by such contingency fund. ti) Complinncc with Laws, Codes and Standards: Consistent +with the professional standard of +:are. Summit will annply +aitli la++~s. codes. and standards applicable to the Project design as of the efective date of this Agreement or the issuance of the construction plans and specifications. whichever is later. C) Certificafions: Summit shall sign, if requested by Client, a statement that to the best of its knot+itdge, infornation and belies; based in whole or in pan an inl'omtation provided by others. the accuracy of +vhich has not been verified. that the Project has been completed in general conibrmanee with the plans and specifications. Summit shall oat be required to sign mty documents. no matter by tivhom requested. in which Summit is required to certilj•, guarantee or warrant dte existence of conditions the existence aF++•hich Summit has not ur cannot ascertain. D) Construction Phase Services: If constrnction phase services are required in the Scope of Services. the lotlo++'ing tcnns shall apph~: 11 Site Observation: If site ohscrvation visits arc la he provided by Summit. Summit shall visit the rile at inter•als appropriate to the stag: (>f the constntaion. or as otherwise expressly agreed to in the Scope oi' Services. in order to observe [he pmgnss and qualiq' of the +vork camplctcd by the contractor. Such obscrvatian is not ntram to hr an exhaustive check or a detailed inspection ul'the eontraetor's work but rather to allow Summit to btcontt eenerally familiar with the proeress of the V+'ork and ,to dctermint in general it the work is being pcrti>rmtd in a manner indicating that. when Cully completed. the work will ht in accordance with the Contract Documents. Summit shall not be rcyuircd to make continuous or exhaustive inspections to check the yuantitw and qualiq• of the work nor shall Sunnnit be responsible liar the.Cuntractor's failure to perlomt the Wurk in accordance +vilh the Contract 17acumtnu. ~) Rejection of ~\'urk: Summit shall have dte authority ui rzject am +vork of the ntntra+:0.+rs that is ni+t. in Summit'; professional lud_^_ntent. in accordance ~+ith the l itnstructiun fh+cuntcnts. Neither dtis uuthorit~ nor the ~zuoil li~ith lud_mrnt t+t r+:jcct or not reject auty such pork shall subject Summit tit am liahilit+ ur cause nl' artian on behalf of th+: cantracturs. subcontractors nr am other suppliers nr p+:nons pcrtbnnin~~ poniints of llte +vi+rk on the Prgjcct. 3) tiy'nrk Site Safety: C'liem agrees that Summit shall not supcn isr ur direct.:+r hn+c am rcspunsihilit) li+r. control aver nr charge ol: the Contrtctur.;' work i+r the COnilnlCllint ntta115. rl7elht+tls. ltl'Itnlyntj, til'yUl'It~ei or procedures. or tier the +rork site satcq' precautions ur programs in connection +cith the 1Nork. The>t rights and rtsponsinilit;ts are solely thasc of the' pant' or parties performing the acwal construction of the I'rgjtct. Neither the professional acti+itics of Summit. nor the presence ol'Sununit personnel and subcimsuhants at the construction site. shall relieve the Contractors and any other entity of their obligations. duties and respimsihilitits including. but not limited to. construction means. nttthnds. sequence. techniques or procedures necessary for ptrfomting. superintending or coordinating all ponirnts of the 1b'ork safely and in accordance with any health ar safety requirements al' am• regulatory agenc). The Client agrees that the Client. Summit and its suhconsultants shall bt indenmified h+' the Contractors and ;hall he made addiu++nal atoned; under the Contractors' gcnerah umbrella and excess liability insurance policies. d) Submittals and Shop Dra~+•ings: If the Scope of Services includes the rtvie+w nl' Contractor submittals and shop drawings. then Summit will revie++ such submittals and shop drawings for the limited purpose of checking tier conformance with the design concept expressed and the infornation provided in the Construction Documents. '('his revit++ shall not include review of the accuracy or completeness of details. such as quantities. dimensions. weights or gauges, fabrication processes, construction ntcans or methods. coordination of the work +rith other trades or constmction safety precautions. all of whii:h are the respwtsibility of the Crnttractors. The rtvie+v shall he conducted with reasonable promptness while allo+ving sufficient time in Summit's judgment to permit adequate review. Review of a specific item shall not indicate that Summit has reviewed the entire assembly of which the item is a component. Summit shall not he responsible for an}~ deviations liom the Contract Documents not brought to its attention in ++•riting by the Contractor. Summit shall not be required to review partial submissions or those for tehich submissions oCcorrelatcd items have oat been received. S) Requests for Clarification or Interpretation: Summit shall provide. +vith reasonable prompmess. written responses to requests from Contractors for clarilicatinn and interpretation of the requirements of the Contract Documents. If such requests fur infornation. clarification or interhrMation arc, in 5ummiCs professional opinion, liar inCorntation readily apparent fmm reasonable observation nl' lield conditions or a review of the Crnttract Documents. or reasonably inferable therefrom. Summit shat) bt entitled to additional eompcnsation at iLS regular billing rates for its time spent responding to such requests. 6) Record Documents: If rcyuircd by the Scope of Services. upon completion of the y~'ork. Summit shall canpilt for and deliver to the Client a reproducible set of Record Documents conforming to the marked-up prints. drawings and other data famished to Summit by the C'ontracror. ~1'his set of Record Documents will show significant rhnnges made during construction. Because these Recoril Documents are ha5Cil im anvtrilitd information pravidtd b) other parties drat Summit will trssunte to be reliable. Summit cannot and does not warrant their accuracy. E) Insurance: Summit shall maintain worker's compensation insurance required by lain. Summit represents and +varrants that it maintains general liability and property damage insurance. Certificates for such policies shall be provided Io Client upon +vrit[en request. Clitm shall maintain at its o+vn cast and expense, its own general liability and propem• damage insurance. Client and Summit waive all rights against eaoh other and SummiCs subcansultants, agents geld crnployees lix damages caused by any peril to the extent covered by the proptn}' insurance maintained by Client. except In the extent such proceeds arc held h} Client as u~ustte. 'this waiver of subrogation shall he effective as to a ptrsan or tinily even though that person or entity would otherwise have a duty of indemnification, contractual or othenwist. did not pay the insurance premium directly ar indirectly. and whetltcr ur n<tt the person or entity had an insurable interest in the property damaged. Article 111: General Leal Provisions A)• O+wne.rship of llocume.nts: Drt+vings. specifications. and all other do+xrmcnts prepared M• Summit or its suhconsulWnts. including those in electronic Ibmt (colltctive.ly "Design Documents") arc instnrments of sea ice. Summit shall retain all common law. staunor and other reserved rights. including copyright thereto. The Dtsi_gn Di+eumcnts. incluifin4.! those in tltetranie fi+rm are furnished t'or use soleh with resp+;ct to this Agretntenl. Client is permitted tit retaut citpies nl' t)te Design L:/GcotechnicaVCnntractslOrangc Cmmty -Construction Materials Testing, Central Orange Senior Centcr.doc (3 of 3)