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otherwise be lost, to prepare notes as to the status of completed and uncompleted tasks, and to
<br />assemble Project materials in orderly files.
<br />C. Ill the event of any termination under Paragraph 3.01, Engineer will be entitled to invoice Owner
<br />and to receive full payment for all non -disputed services performed or furnished in accordance
<br />with this Agreement and all reimbursable expenses incurred through the effective date of
<br />termination.
<br />4.01 Successors, if ssigns, cuncl Benefrcicu'ies
<br />A. Owner and Engineer are hereby bound and the successors, executors, administrators, and legal
<br />representatives of Owner and Engineer (and to the extent permitted by Paragraph 4.0 LB the assigns
<br />of Owner and Engineer) are hereby bound to the other party to this Agreement and to the
<br />successors, executors, adlllllllStl'atol'S, and legal representatives (and said assigns) of such other
<br />party, in respect of all covenants, agreements, and obligations of this Agreement.
<br />B. Neither Owner nor Engineer may assign, sublet, or transfer ally rights under or interest (including,
<br />but without linlitation, moneys that are due or may become due) in this Agreement without the
<br />written consent of the other, except to the extent that any assignment, subletting, or transfer is
<br />mandated or restricted by law. Unless specifically stated to the contrary in any written consent to an
<br />assignment, no assignment will release or discharge the assignor fi'onl any duty or responsibility
<br />under this Agreement.
<br />C. Unless expressly provided otherwise, nothing in this Agreement shall be construed to create,
<br />impose, or give rise to any duty owed by Owner or Engineer to any contractor, subcontractor,
<br />supplies', other individual or entity, Br to any surety for or employee of any Of them. All duties and
<br />responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive benefit of
<br />Owner and Engineer and not for the benefit of any other party.
<br />5.01 General Consiclerations
<br />A. The standard of care for all professional engineering and related services performed or furnished by
<br />Engineer under this Agreement will be the care and skill ordinarily used by members of the subject
<br />profession practicing under similar circumstances at the same time and in the same locality.
<br />Engineer slakes no warranties, express or implied, under this Agreement or otherwise, in
<br />connection with Engineer's services. Subject to the foregoing standard of care, Engineer and its
<br />consultants May use or rely upon design elements and information ordinarily or customarily
<br />furnished by others, including, but not limited to, specialty contractors, manufacturers, suppliers,
<br />and the publishers of technical standards.
<br />13. Engineer shall not at any time supervise, direct, control, or have authority over any contractor's
<br />work, nor shall Engineer have authority over or be responsible for the means, methods; techniques,
<br />sequences, or procedures Of construction selected or used by any contractor, or the safety
<br />precautions and programs incident thereto, for security or safety at the Project site, nor for any
<br />failure of a contractor to comply with laws and regulations applicable to such contractor's
<br />furnishing and performing of its work.
<br />C. This Agreement is to be governed by the law of the state or jurisdiction in which the Protect is
<br />located,
<br />1:.1C DC b: i11U :\grccrocnt Jkmecn Mil, :ind Engineer ror 111-ol'cssioual Services
<br />Col)lri2lil© 2008 National Socico of Piol'cssionol I:ngineiis lot 1 IC IIC. All H-Ills rose scd
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