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DocuSign Envelope ID: FF970415-DFD4-471E-A810-EC458D56AC5E
<br /> Client's consultants, contractors, or agents, and any information taken from public records. Such reliance
<br /> shall be without liability to Engineer and without a need for, or duty of,verification by Engineer.
<br /> CLAIMS AND DISPUTES
<br /> Any claim or dispute between Client and Engineer relating to work under this Agreement that cannot be
<br /> expeditiously resolved between the parties, shall be subjected to non-binding mediation prior to initiation of
<br /> any legal proceeding. If Client and Engineer agree that Engineer will continue work during any dispute,
<br /> Client shall continue to pay Engineer for any undisputed work performed. Prior to making any claim for
<br /> damages totaling more than ten thousand dollars, Client shall first obtain, and include with the notice of
<br /> claim, a Certificate of Merit from an independent professional engineer who practices a similar scope of
<br /> work in the state where the Project is located. The Certificate of Merit shall state that, in the independent
<br /> engineer's opinion, Client has a reasonable basis for claim against Engineer; otherwise the claim shall not
<br /> be valid.
<br /> CONSEQUENTIAL DAMAGES
<br /> Client and Engineer waive all rights to any claim for incidental damages or consequential damages arising
<br /> out of, or connected in any way to the Project or to this Agreement. This mutual waiver includes, but is not
<br /> limited to, damages related to loss of use, loss of profits or income, loss of reputation, unrealized savings,
<br /> and diminution of property value; and shall apply to any cause of action including negligence, strict liability,
<br /> breach of contract, and breach of warranty.
<br /> RISK ALLOCATION
<br /> In recognition of the relative risks and rewards of the Project to each party, Client and Engineer agree to a
<br /> reasonable risk allocation for all claims, losses, injuries, expenses, costs, judgments, damages, or claim
<br /> expenses arising out of or relating to the Project or this Agreement, such that the maximum total aggregate
<br /> liability of Engineer and Engineer's owners, officers, employees, and consultants, for negligent acts, errors,
<br /> omissions, breach of contract, and strict liability, shall be the lesser of(a)the total amount of compensation
<br /> received by Engineer under this Agreement or(b)ten thousand dollars.
<br /> ADDITIONAL SERVICES
<br /> Any work performed by Engineer that is on, for, or related to the Project or Project site, but not specifically
<br /> described or anticipated herein, and which is not covered by any other agreement, shall be considered
<br /> Additional Services to this Agreement, and shall be fully governed by the provisions of this Agreement.
<br /> INDEMNIFICATION
<br /> Client shall indemnify and hold harmless Engineer, as well as Engineer's owners, officers, employees, and
<br /> consultants, from and against any and all claims, losses, injuries, expenses, costs, judgments, damages,
<br /> or claim expenses arising out of or relating to the Project or this Agreement, if caused in whole or in part by
<br /> the negligent act, omission, and/or strict liability of anyone except Engineer, or Engineer's owners, officers,
<br /> employees, or consultants.
<br /> ENVIRONMENTAL CONDITIONS
<br /> Engineer's services shall not include Environmental Work to investigate, identify, mitigate, or resolve any
<br /> environmental hazard or adverse environmental condition related to the Project, whether any such
<br /> condition is known or unknown; and Engineer shall have no liability related thereto to any party. For
<br /> purposes of this provision, Engineer's knowledge or documentation of any such condition, or notations on
<br /> Engineer's documents regarding the condition or its resolution by others, shall not be considered
<br /> Environmental Work.
<br /> CONSTRUCTION COSTS
<br /> Client recognizes that Engineer has no control over market conditions, contractors' methods of bidding, nor
<br /> the cost of construction labor, equipment, or materials. Consequently, Engineer makes no warranty or
<br /> other representation that construction bids or construction costs will not exceed any established estimate
<br /> or budget for the Project, including any estimate prepared by Engineer. Any redesign or value-engineering
<br /> work requested or required in order to lower construction costs will be performed as Additional Services.
<br /> ELECTRONIC DATA
<br /> The delivery of any drawings or other data in electronic format shall not be construed to provide an
<br /> express warranty or a guarantee that all dimensions, coordinates, measurements, notations, or other data
<br /> is exact or complete; nor that the intended or unintended uses or modifications of such data by others
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