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asreasonablepersonal protective equipment(“PPE”) typical forthe performance of the
<br />BRAUN INTERTEC GENERAL CONDITIONS
<br />Services provided by this Agreement and as required by law. Consultant shall be entitled
<br />SECTION 1: AGREEMENT
<br />to compensation for all extraordinary PPE required by Client. Clientwill provide, at no
<br />1.1 Agreement. This agreement consists of these General Conditions and the
<br />cost to Consultant,appropriate Project site safety measures which are necessary for
<br />accompanying written proposal or authorization (“Agreement”). This Agreement is the
<br />Consultant to perform its Servicesat the Project locationor work areas in connection
<br />entire agreement between Consultant and Client and supersedes all prior negotiations,
<br />with the Project. Consultant’semployees are expressly authorized by Clientto refuse to
<br />representations or agreements, either written or oral.
<br />work under conditions that may, in an employee’s sole discretion,be unsafe.
<br />1.2 Partiesto the Agreement.The parties to this Agreement aretheBraun Intertec
<br />Consultant shall have no authority over or be responsible for the safety precautions and
<br />entity (“Consultant”) and the client (“Client”) as described in the accompanying written
<br />programs,or for security,at the Project site (except with respect to Consultant’s own
<br />proposal or authorization.Consultant and Client may be individually referred to as a
<br />Services and those of its subconsultants).
<br />Party or collectively as the Parties.
<br />3.9 Project Site Access and Damage. Clientwill provide or ensure access to the site.
<br />In the performance of Services some Project site damage is normal even when due care
<br />SECTION 2: SCOPE OF SERVICES
<br />is exercised. Consultant will use reasonable care to minimize damage to the Project
<br />2.1 Services. Consultantwill provide services (“Services”) in connection with the
<br />site. Unless otherwise expressly stated in this Agreement, the cost of restoration for
<br />project (“Project”) which are specifically described in this Agreement. Client
<br />such damage has not been included in the estimated fees and will be the responsibility
<br />understands and agreesthat Consultant’s Services are limited to those which are
<br />of the Client.
<br />expressly set forth in this Agreement.
<br />3.10 Monitoring Wells. To the extent applicable to the Services, monitoring wells are
<br />2.2 Additional Services. Any Services not specifically set forth in the Agreement
<br />Client’sproperty, and Client isresponsible for monitoring wellpermitting, maintenance,
<br />constitute “Additional Services.” Additional Services must be agreed upon in writing by
<br />and abandonment unless otherwise expressly set forthin this Agreement.
<br />the Partiesprior to performanceof the Additional Servicesand may entitle Consultant
<br />3.11 Contaminant Disclosures Required by Law.Clientagreesto make all disclosures
<br />toadditional compensation andschedule adjustments. Additional compensation will
<br />related to the discovery or release of contaminants that are required by law. In the event
<br />be based upon Consultant’s then current rates and fees.
<br />Client does not own the Project site, Clientacknowledgesthat it is Client’sduty to
<br />SECTION 3: PERFORMANCE OF SERVICES
<br />inform the ownerof the Project siteof the discovery or release of contaminants at the
<br />3.1 Standard of Care. Consultant will perform itsprofessional Servicesconsistent with
<br />site. Clientagreesto hold Consultantharmless, defend, and indemnify Consultantfrom
<br />the degree of care and skill exercised by members of Consultant’s profession
<br />claims, damages, penalties, or losses and expenses, including attorney fees, related to
<br />performing under similar circumstances at the same time and in the same locality in
<br />Client’sfailure to makeany disclosure requiredby law or for failing to make the
<br />which the professional Servicesare performed. CONSULTANT DISCLAIMS ALL
<br />necessary disclosure to the owner of the Project site.
<br />STATUTORY, ORAL, WRITTEN, EXPRESS, AND IMPLIED WARRANTIES, INCLUDING
<br />SECTION 4: SCHEDULE
<br />WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR
<br />4.1 Schedule. Consultant shall complete its obligations within a reasonable time and
<br />PERFORMANCE OF SERVICES IN A GOOD AND WORKMANLIKE MANNER.
<br />shall make decisions and carry out its responsibilities in a mannerconsistent with the
<br />3.2 Written Reports and Findings. Unless otherwise agreed in writing, Consultant’s
<br />Standard of Care. Specific periods of time for rendering Services or specific dates by
<br />findings, opinions, and recommendations will be provided to Clientin writingand may
<br />which Services are to be completed are providedin this Agreement.If Consultant is
<br />be delivered via electronic format. Clientagreesnot to rely on oral findings, opinions, or
<br />delayed in the performance of the Services by actions, inactions, or neglect of Client or
<br />recommendations.
<br />others for whom Client is responsible, by changes ordered in the Services, or by other
<br />3.3 Observation or Sampling Locations. Locations of field observations or sampling
<br />causes beyond the control of Consultant, including force majeure events, then the time
<br />described in Consultant’sreport or shown on Consultant’ssketches reference Project
<br />for Consultant’s performance of Services shall be extended and Consultant shall
<br />plans orinformation provided by others or estimates made by Consultant’spersonnel.
<br />receive paymentfor all expenses attributable to the delayin accordance with
<br />Consultant will not survey, set, or check the accuracy of those points unless Consultant
<br />Consultant’s then current rates and fees.
<br />accepts that duty in writing. Clientagreesthat such dimensions, depths, or elevations
<br />4.2 SchedulingOn-Site Observations or Services. To the extent Consultant’s Services
<br />are approximations unless specifically stated otherwise in the report. Clientacceptsthe
<br />requireobservations, inspections, or testing be performed at the Project site, Client
<br />inherent risk that samples or observations may not be representative of items not
<br />understands and agrees that Client, directly or indirectly through its authorized
<br />sampled or seen and further that site conditions may vary over distance or change over
<br />representative, has the sole right and responsibility to determine and communicateto
<br />time.
<br />Consultant thescheduling of observations, inspections, and testing performed by
<br />3.4 Project Site Information. Client will provide Consultant with prior environmental,
<br />Consultant. Accordingly, Clientalso acknowledges that Consultantbears no
<br />geotechnical and other reports, specifications, plans, and information to which Client
<br />responsibility for damages that may resultbecause Consultantdid not performsuch
<br />has access about the Project site and which are necessary for Consultant to carry out
<br />observations, inspections, or testing that Clientfailed to request andschedule. Client
<br />Consultant’s Services. Client agrees to provide Consultant with all plans, changes in
<br />understands that thescheduling of observations, inspections, or testing will dictate the
<br />plans, and new information as to Project site conditions until Consultant has completed
<br />time Consultant’s field personnel spend on the jobsite and agrees to pay for all services
<br />its Services.
<br />providedby Consultantdue toClient’s scheduling demandsin accordance with
<br />3.5 Subsurface Objects. To the extent required to carry out Consultant’s Services,
<br />Consultant’s then current rates and fees.
<br />Client agrees to provide Consultant, in a timely manner, with information that Client has
<br />SECTION 5: COST AND PAYMENT OF SERVICES
<br />regarding buried objects at the Project site. Consultant will not be responsible for
<br />5.1 Cost Estimates. Consultant’s price or fees provided for in this Agreement are an
<br />locating buried objects or utilities at the Project siteunless expressly set forth in this
<br />estimate and are not a fixed amount unless otherwise expressly statedin this
<br />Agreement, or expressly required by applicable law.Client agrees to hold Consultant
<br />Agreement. Consultant’sestimated fees are based uponConsultant’s experience,
<br />harmless, defend, and indemnify Consultant from claims, damages, losses, penalties
<br />knowledge, and professional judgment as well as information available to Consultant at
<br />and expenses (including attorney fees) involving buried objectsor utilitiesthat were not
<br />the time of this Agreement. Actual costsmay varyand are not guaranteed or warrantied.
<br />properly marked or identified or of which Client had or should have had knowledge but
<br />did not timelynotify Consultant or correctlyidentifyon the plans Client or others
<br />5.2Payment.Consultant will invoice Client on a monthly basis for Services performed.
<br />furnished to Consultant.Consultant, from time to time, may hire a third partytolocate
<br />Client will pay for Services as stated in this Agreement together with costs for Additional
<br />underground objects or utilities and,unless otherwise expressly stated in this
<br />Services or costs otherwise agreed to in writingwithin thirty (30) days of the invoice date.
<br />Agreement, such action shall be for the sole benefit of Consultant and in no way will
<br />Unless otherwise stated in thisAgreementor agreed to in writing, Consultant’s costs for
<br />alleviate Client of its responsibilities hereunder.
<br />all services performed will be based upon Consultant’s then current rates, fees, and
<br />charges. No retainage shall be withheld by Client. All unpaid invoices will incur an
<br />3.6 Hazardous Materials.Client will notify Consultant of any knowledge or suspicion of
<br />interest charge of 1.5% per month or the maximum allowed by law.
<br />the presence of hazardous or dangerous materials present on any Project site or in any
<br />sampleor materialprovided to Consultant. Client agrees to provide Consultant with
<br />5.3 Other Payment Conditions.Consultant will require Client credit approval and
<br />information in Client’s possession or control relating to such samplesor materials. If
<br />Consultant may require payment of a retainer fee. Client agrees to pay all applicable
<br />Consultant observes or suspects the presence of contaminants not anticipated in this
<br />taxes.Client’sobligation to pay for Services under this Agreement is not contingent on
<br />Agreement, Consultant may terminate Services without liability to Client or to others,
<br />Client’sability to obtain financing, governmental or regulatory agency approval,
<br />and Client will compensate Consultant for fees earned and expenses incurred up to the
<br />permits, final adjudication of any lawsuit, Client’ssuccessful completion of any project,
<br />time of termination.
<br />receipt of payment from a third party, or any other event.
<br />3.7 Supervision of Others. Consultant shall have no obligation to supervise or direct
<br />5.4 ThirdParty Payment. Provided Consultant has agreed in writing, Client may request
<br />Client’s representatives, contractors, or other third parties retained by Client.
<br />Consultant to invoiceand receive payment froma third party for Consultant’s Services.
<br />Consultant has no authority over or responsibility for the means, methods, techniques,
<br />Consultant, in its sole discretion, may also require the thirdparty to provide written
<br />sequences, or procedures of construction selected or usedby Client, Client’s
<br />acceptance of all terms of this Agreement. Neither payment to Consultant by a third
<br />representatives, contractors, or other third parties retained by Client.
<br />partynor a thirdparty’s written acceptance of all terms of this Agreement will alter
<br />Client’s rights and responsibilities under this Agreement. Client expressly agrees that
<br />3.8 Safety. Consultant will provide a health and safety program for its employees as well
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