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E. If the presence at the Site of undisclosed Constituents of Concern adversely affects the
<br />performance of Engineer's services under this Agreement, then the Engineer shall have the option
<br />of (1) accepting an equitable adjustment in its compensation or in the time of completion, or both;
<br />or (2) terminating this Agreement for cause on 30 days notice.
<br />F. Owner acknowledges that Engineer is performing professional set -vices for Owner and that
<br />Engineer is not and shall not be required to become an "owner" "arranger," "operator,"
<br />"generator," or "transporter" of hazardous substances, as defined in the Comprehensive
<br />Environmental Response, Compensation, and Liability Act (CERCLA), as amended, which are or
<br />may be encountered at or near the Site in connection with Engineer's activities under this
<br />Agreement.
<br />6.10 Indemnification and Mutual Waiver
<br />A. Indemnification by Engineer: To the fullest extent permitted by law, Engineer shall indemnify and
<br />hold harmless Owner, and Owner's officers, directors, members, partners, agents, consultants, and
<br />employees from reasonable claims, costs, losses, and damages arising out of or relating to the
<br />Project, provided that any such claim, cost, loss, or damage is attributable to bodily injury,
<br />sickness, disease, or death, or to injury to or destruction of tangible property (other than the Work
<br />itself), including the Ioss of use resulting therefrom, but only to the extent caused by any negligent
<br />act or omission of Engineer or Engineer's officers, directors, members, partners, agents,
<br />employees, or Consultants. This indemnification provision is subject to and limited by the
<br />provisions, if any, agreed to by Owner and Engineer in Exhibit 11, "Limitations of Liability,"
<br />B. Indemnification by Owner: Owner shall indemnify and hold harmless Engineer and its officers,
<br />directors, members, partners, agents, employees, and Consultants as required by Laws and
<br />Regulations and to the extent (if any) required in Exhibit I, Limitations of Liability.
<br />C. Environmental Indemnification: To the fullest extent permitted by law, Owner shall indemnify
<br />and hold harmless Engineer and its officers, directors, members, partners, agents, employees, and
<br />Consultants from and against any and all claims, costs, losses, and damages (including but not
<br />limited to all fees and charges of engineers, architects, attorneys and other professionals, and all
<br />court, arbitration, or other dispute resolution costs) caused by, arising out of, relating to, or
<br />resulting from a Constituent of Concern at, on, or under the Site, provided that (1) any such claim,
<br />cost, loss, or damage is attributable to bodily injury, sickness, disease, or death, or to injury to or
<br />destruction of tangible property (other than the Work itself), including the loss of use resulting
<br />therefrom, and (2) nothing in this paragraph shall obligate Owner to indemnify any individual or
<br />entity from and against the consequences of that individual's or entity's own negligence or willful
<br />misconduct.
<br />D. Percentage Share of Negligence: To the fullest extent permitted by law, a party's total liability to
<br />the other party and anyone claiming by, through, or under the other party for any cost, loss, or
<br />damages caused in part by the negligence of the party and in part by the negligence of the other
<br />party or any other negligent entity or individual, shall not exceed the percentage share that the
<br />party's negligence bears to the total negligence of Owner, Engineer, and all other negligent entities
<br />and individuals.
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<br />EJCDC E-500 Agreement Between Owner and Engineer for Professional Services
<br />Copyright 0 2008 National Society of Professional Engineers for EJCBC. All rights reserved.
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