EFTA00602108.pdf

STANDARD TERMS JAREDIAN DESIGN GROUP AND CONDITIONS The CUENT and JAREDIAN DESIGN GROUP, LLC, (JOG) hereby 4. UNDERGROUND STRUCTURES -Unless otherwise agreed, the agree as follows: CUENT shall provide JDG with locations of buried utilities and other underground structures in areas of subsurface exploration. JDG will take reasonable precautions to avoid 1. CONTRACT -The Contract is the Proposal, Agreement or damage to the buried utilities and other underground Contract document that is signed and dated by JDG and structures noted. If locations are not known. ore inaccurate, the CUENT and to which these Standard Terms and or cannot be confirmed by the CUENT, then there will be a Conditions are appended by reference. This contract takes degree of risk to the CUENT associated with conducting precedence over any standard conditions the client may exploration. In the absence of confirmed underground have in place. structure locations, the CUENT agrees to accept the risk of any damages and losses resulting from the exploration work. 2. COMPENSATION FOR SERVICES AND PAYMENT TERMS -The CUENT agrees to pay JDG in accordance with the payment S. DOCUMENTS - All reports, design drawings and terms in the Contract. specifications, field data and notes. laboratory test data, a. FEE -The total fee, except stated lump sum, shall be calculations, computer files, estimates, and other understood to be an estimate, based upon Scope Of documents that JDG prepares as instruments of service shall Services, and shall not be exceeded by more than remain JDG's property. The CLIENT agrees that JDG's ten (10) percent, without written approval of the services are on behalf of and for the exclusive use of the CUENT. Where the fee arrangement is to be on an client and that all reports and other documents furnished to hourly basis, the rates shall be those that prevcil at the CUENT or its agents shall be utilized solely for this project. the lime services are rendered. 6. HAZARDOUS MATERIALS -The Scope Of Services for this b. BILLING/PAYMENTS • Invoices will be submitted Contract does not include services relating to hazardous monthly or upon completion of a specified scope. materials. as defined by federal, state and/or local laws or whichever is shorter, for services and reimbursable regulations. JDG is not insured for services related to the expenses and are due when received. Invoices shall identification, cantonment or removal of asbestos or be considered PAST DUE if not pcid within 30 days hazardous waste including pollutants. nor will we assume after the invoice date and JDG may, without waiving any liability for damages or costs related to these materials. any claim right against CLIENT, and without liability If such materials are discovered during JDG's services, the whatsoever to the CUENT, terminate the CUENT agrees to negotiate appropriate revisions to the performance of the service. Retainers shall be Scope Of Service, the budget estimate, and the terms and required for certain projects or under certain conditions of the Contract. When such hazardous materials conditions and shall be credited on the final invoice. are suspected, JDG will have the option to stop services A late payment fee will be charged at 1.5% (or the until a new agreement is reached. If a mutualy satisfactory legal rate) per month on the unpaid balance. In the agreement cannot be reached between both parties, the event any portion of an account remains unpaid for Contract shall be terminated. The CUENT agrees to pay 90 days after billing, the CUENT shall pay cost of JDG for all services rendered, including any costs associated collection, including reasonable attorneys' fees and with termination. The ovmership of and responsibility for all court costs. contaminated materials. hazardous materials, and hazardous substances generated. released. uncovered, e. REIMBURSABLE EXPENSES - Reimbursable expenses transported, and/or collected during JDG's services for the are expensed incurred directly or indirectly in Contractor wort tasks referred to herein will not be with connection with the project such as, but not limited JDG. to, transportation. meals, lodging for travel, long- distance telephone calls and facsimile transmissions. 7. CONSTRUCTION SERVICES -The CUENT recognizes that overnight deliveries, courier services. equipment retaining JDG to perform construction phase engineering rental. photographs and video supplies, testing services such as the review of shop drawings and product laboratory services. permit and other license fees submittals. and full-time construction observation services, is professional services, sales taxes. and the cost of a normal and integral port of engineering services for the reproductions beyond those normally required for project, and that retaining JDG for these services can coordination and information purposes. These provide for the CUENT a greater degree of confidence that expenses will be billed at cost plus a service charge the completed work of the Contractor will conform of fifteen (15) percent. generally to the Contract Documents. that the integrity of the design concept as reflected in the Contract Documents 3. RIGHT-OP-ENTRY- The CUENT agrees to furnish JDG with the hos been implemented and preserved by the Contactor. right-of-entry on the project site or represents and warrants, and to minimize problems during construction. The CUENT if the site is not owned by the CUENT, that permission has also recognizes that no entity is as familiar with the Contract been granted to make site reconnaissance. surveys, Documents and their intent as JDG. Therefore, the CLIENT is borings, and other exploration pursuant to the Scope Of urged to retain JDG to provide construction phase Services in the Contract. engineering services. JDG will take reasonable precautions to minimize damage If JDG's construction observation services ore included as to the land from use of equipment, but has not included in part of the Scope Of Services in the Contract, JDG will the fee the cost for restoration of damage that may result provide personnel to observe construction to ascertain that from JDG's operations, unless specifically stated in the it is being performed, in general. in accordance with the Contract. plans and specifications. ii Page IDOBusinessDocvStanclardiermsOuidCooditionsJOG Copyright Co 2016 Jaredian Design Group, LLC EFTA00602108  STANDARD TERMS JAREDIAN DESIGN GROUP AND CONDITIONS It is understood that, in accordance with generally harmless JDG from any claim or liability resulting from accepted construction practices, the contractor and any suspension of services due to client's non-current payments. subcontractors will be solely and completely responsible for all construction activities, working conditions on the job site, 12. INDEMNIFICATION - The CLIENT shall defend. indemnify, including safety of all persons and properly during the and hold harniess JDG and all of its personnel from and performance of the work, compliance with OSHA against any and all claims. damages. losses and expenses regulations, and quality of the work. Any monitoring of the (including reasonable attorneys fees) and consequential contractor's performance conducted by JDG personnel is damages arising out of or resulting from the performance of not intended to include review of the adequacy of the the services, provided that any such claims, damages, contractor's safety measures, in on, or near the construction losses or expenses are caused in whole or in pad by the site. negligent act or omission and/or strict liability of the CUENT, anyone directly or indirectly employed by the CLIENT It is further understood that field services provided by JDG (except JDG) or anyone for whose acts any of them may personnel will not releve the contractor and any be liable. subcontractors of responsibilities for performing the work in accordance with applicable laws and regulations and in 13. OUTSIDE CONSULTANTS - On occasion, JOG engages the accordance with the Contract Documents. specialized services of individual consultants or other companies to participate in a project. When considered Should the CLIENT not execute on agreement with JOG to necessary. these firms or other consultants will be used. The provide construction phase engineering services, then the cost of other consultants will be billed at cost plus a 15% CUENT agrees to indemnify and hold JDG harmless against administration charge. any claims, liability and responsibility for construction problems or problems arising after construction is complete 14. UTIGATION - It is understood that unless expressly implied. attributed to construction and the Contractor's the services outlined in this Agreement do not include the performance, and failure of the contractor to follow the cost of professional services provided for any legal action or design intent and construct the project in accordance with suit. Fees for court preparation, depositions. pretrial the Contract Documents. conference and in court non-testimony time wit be billed at two (2) times the normal billing rote. Fees for in•court 8. STANDARD OF CARE - JDG's services will be performed in testimony will be billed at three (3) times the normal billing accordance with generally accepted practices of rate. professional engineers providing similar services at the same time, in the same locale. and under like circumstances. The 15. APPLICABLE LAW - Unless otherwise specified. this CUENT agrees that services provided will be rendered Agreement shall be governed by the lows of the principal without any other warranty, expressed or implied. place of business of JOG. 9. INSURANCES-JDG maintains Worker's Compensation 16. OPINION OF PROBABLE CONSTRUCTION COSTS - JOG's Insuronce. JDG will furnish certification upon written opinion of probable construction costs. if rendered as a request. The CLIENT agrees that JDG will not be liable or service under this Agreement, is based on assumed labor responsible to the CUENT for any loss, damage, or liability costs and approximate quantities of material and beyond the amounts, limits, exclusions, and conditions of equipment, and therefore is of a conditional character. such insurance. JDG cannot guarantee the cost of work to be performed by others since market or bidding conditions can change at 10. PROFESSIONAL LIABIUTY - The CLIENT agree to limit liabiity any time and changes in the scope or quality of the Project and require a like limitation from any construction may affect estimates. contractor or subcontractor who performs work for which JDG has provided reports, plans. and specification, in an 17. VALIDITY - Should any one or more of the terms and amount of $50.000 or JDG's fee. whichever is smaller. conditions stated herein be deemed unenforceable or invold, either in whole or in port, by judgment or court 11. SUSPENSION OF SERVICES - This agreement may be order. that shall not affect the remaining terms and terminated upon ten (10) days written notice by either party conditions or ports thereof and they shall remain full force should the other tail to perform his obligations hereunder. and effect. The CUENT shall remain fully liable for and shall promptly pay JDG the full amount for al services rendered by JDG up to 18. SCHEDULE —If in this Agreement, specific periods of time for the date of suspension of services plus suspension charges. rendering services ore set forth or specific dates by which Suspension charges shall include the cost of putting services are to be completed are provided. and if such documents and analyses in order, personnel and periods of time or dates are changed through no fault of equipment rescheduling or reassignment adjustments, and JDG, the rates and amounts of compensation provided for all other related and charges directly attributable to herein shall be subject to equitable adjustment. If CUENT suspension. hos requested changes in the scope, extent, or character of the Project, the time of performance of JDG's services shall If payment of invoices by the CLIENT is not maintained on a be adjusted equitably. thirty (30) day current basis, JDG may, by providing a ten (10) day written notice to the CUENT, suspend further services until payments are restored to a current basis. In Jorecfion Design Group. LLC, cannot be held responsible for the event JDG engages counsel to enforce overdue delays in rendering services caused by issues beyond Jaredian payments, the CLIENT shall reimburse JDG for al reasonable Design Group's control. attorney's fees and court costs related to enforcement of overdue payments. The CUENT shag indemnify and save 2 1Page IDGMusinessDocvStanclarcriermsAndConditionsJOG Copyright 0 2016 Jaredian Design Group, LLC EFTA00602109