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DocuSign Envelope ID: D3623623-BE3A-4E89-A890-737C8ECOOB32
<br /> Soo
<br /> Standard Terms and Conditions
<br /> The proposal submitted by The El Group ("EI"), a North Carolina corporation, ("CONSULTANT") to the CLIECNT is subject to the
<br /> following terms and conditions. By accepting any of the services offered in this proposal, the CLIENT agrees to be bound by the
<br /> following terms and conditions with respect to all work performed by F.I or its subconsultants:
<br /> 1. Billing d Payment: CLIENT will pay CONSULTANT for all of its services based on invoices submitted to CLIENT,
<br /> CLIENT recognizes that timely payment is a material part of this Agreement, Each invoice is due and payable within thirty(30)calendar
<br /> days of the date of the invoice. CLIEN'P will pay an additional charge of one and one-half percent(19%annually) per month not to
<br /> exceed the maximum rate allowed by law for any payment received by CONSULTANT more than thirty(30)calendar days from the date
<br /> of the invoice. If CLIENT disputes any part of an invoice,CLIENT will notify CONSULTANT in writing of such dispute within thirty
<br /> (30)days ofthc date of such invoice. If CLIENT fails to notify CONSULTANT as required above,CLIENT waives any and all claims,
<br /> rights and defenses related to the work covered by such invoices.
<br /> 2. Standard of Care: CONSULTANT provides no express or implied warranties or guarantees of any kind, CONSULTANT only
<br /> agrees that it will perform the Services in accordance with the standard of care and diligence normally practiced by consulting firms
<br /> performing services of a similar nature in the same locale-
<br /> 3. Limitation of Liability: CLIENT agrees that CONSULTANT's liability for any claims that may he asserted by CLIENT is
<br /> limited to$25,000 or to the fee paid to CONSULTANT under this Agreement,whichever is greater. Both CLIENT and CONSULTANT
<br /> hereby waive any right to pursue a claim for consequential damages,including any claims for lost profits against one another.
<br /> 4. Notification of Breath or belay: CLIENT shall provide prompt written notice to CONSULTANT if CLIENT become4 aware of
<br /> any fault,defect or delay in the CONSULTANT's work or the work of any subcontractor or subconsultant, including any error,omission
<br /> or inconsistency in such work or any alleged breach of contract by CONSU LTANT. The failure of CLIENT to provide such written notice
<br /> within five(5)business days from the time CLIENT became aware of,or should have become aware of the fault,defect,error,omission,
<br /> inconsistency or breach, shall constitute a waiver by CLIENT of any and all claims against CONSULTANT arising out of such fault,
<br /> defect,delay,error,omission,inconsistency or breach,
<br /> 5. Project_ : Should CLIENT not be owner of the project site,then CLIENT agrees to notify the Owner(s)of the potential for
<br /> unavoidable alteration of Owner's property and to indemnify and defend CONSULTANT against any claims by the Owner or persons
<br /> having possession of the site through the Owner which are related to such alteration or damage.
<br /> 6. documents and Records,- The CLIENT will furnish or cause to be furnished to the CONSULTANT such reports,data,studies,
<br /> plans, specifications, documents and other information deemed necessary by the CONSULTANT for proper performance of the
<br /> CONSULTANT's services. CONSULTANT assumes no responsibility or liability for the accuracy of such documents. Any use or reuse
<br /> of the Records beyond the express purpose for which they were created without CONSULTANT's written authorization will be at
<br /> CLIENT's sale risk, and CLIENT shall indemnify, defend and hold harmless CONSULTANT against any and all claims, lawsuits,
<br /> damages,expenses,penalties,fines,costs or other liabilities arising out of or resulting from such use.
<br /> 7. O i i n f Cost: CONSULTANT cannot and does not guarantee the proposals, bids or actual costs will not vary significantly
<br /> from opinions of probable cost prepared by it. if at any time CLIENT wishes greater assurances as to the amount of any cost,CLIENT
<br /> shall employ an independent cost estimator to make such determination.
<br /> $. Change_Ordurs: CONSULTANT will treat as a change order any written or oral order (including directions, instructions,
<br /> interpretations or determinations)from CLIENT which request changes in the Services. CONSULTANT will give CLIENT written notice
<br /> within ten (10) days of the change order of any resulting increase in fee. Unless CLIENT objects in writing within five (5) days, the
<br /> change order becomes a part of this Agreement.
<br /> The El Group, Inc. • 300.717.3472 . www,eil.coni -
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