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Centerville, MN.50MG Tower No. 1 ROV Evaluation
<br />WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. IN
<br />NO EVENT SHALL KLM BE LIABLE TO THE KLM CLIENT, ITS AGENTS,
<br />REPRESENTATIVES, EMPLOYEES, CUSTOMERS OR ANY OTHER THIRD PARTY, FOR
<br />ANY INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING
<br />WITHOUT LIMITATION LOSS OF USE,LOSS OFREVENUE OR LOSS OF PROFIT, IN
<br />CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR THE EXISTENCE,
<br />FURNISHING OR FUNCTIONING OF ANY ITEMOR
<br />SERVICES PROVIDED FOR IN THIS AGREEMENT OR FROM ANY OTHER CAUSE,
<br />INCLUDING WITHOUT LIMITATION CLAIMS BY THIRD PARTIES, EVEN IF KLM HAS
<br />BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
<br />8.SCHEDULING. Prior to KLM scheduling its services related to the project, the KLM Client shall
<br />furnish KLM with a written Agreement, purchase order or other written request for KLM services and
<br />shall give as much notice as reasonably possible in advance of the time when the KLM services are
<br />desired to commence. The KLM service schedule shall be mutually agreed upon by the parties in
<br />writing. If a KLM inspection is canceled or delayedafter KLM personnel and/or equipment are in transit
<br />to the project site, then the KLM Client shall be billed, and the KLM Client agrees to pay for KLM time
<br />and expenses according to the then current KLM Fee Schedule for KLM time spent and KLM costs
<br />incurred. If KLM is unable to redirect KLM representatives to other third-party project sites on the
<br />canceled or delayed scheduled service day, at a minimum, the KLM Client will be billed and the KLM
<br />Client agrees to pay KLM for one (1) full day of KLM labor.
<br />9.INSURANCE.
<br />request.
<br />10.PAYMENT. KLM will submit periodic invoices for KLM services provided and work performed.
<br />Invoices are due upon receipt. The KLM Client agrees to inform KLM of invoice questions or disputes
<br />within 10 business days of the invoice date. The KLM Client agrees to pay all undisputed KLM invoiced
<br />amounts within 45 days of the invoice date. The KLM Client agrees to pay interest on all overdue
<br />amounts at a rate of 1.5% per annum or the rate allowed by law, whichever is less, plus costs of
<br />collection, court costs, and reasonable attorney fees on all such amounts. If any undisputed invoice
<br />remains unpaid for 60 days, then KLMmay, at its sole discretion, suspend or terminate services to the
<br />KLM Client withoutliability.
<br />11.INDEMNIFICATION. KLM shall indemnify and hold harmless the KLM Client and its shareholders,
<br />directors, officers, members, governors and employees from liability, claims, losses, and damages
<br />arising out of or relating to the applicable Project, provided that such claims, costs, losses, or damages
<br />are attributable to bodily injury, sickness, disease, or death, or injury to, or destruction of tangible
<br />omissions.
<br />The KLM Client shall indemnify and hold harmless KLM and its shareholders, directors, officers,
<br />members, governors and employees from liability, claims, losses, and damages arising out of or relating
<br />to the applicable Project, provided that such claims, costs, losses, or damages are attributable to bodily
<br />injury, sickness, disease, or death, or injury to, or destruction of tangible property, including the loss of
<br />the KLM Client shall indemnify and hold harmless KLM from all claims or losses arising out of the
<br />Copyright 2023by KLM Engineering, Inc.Page 6of 8
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