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TERMS AND CONDITIONS OF PROFESSIONAL SERVICES AGREEMENT
<br />1. Agreement. These Terms and Conditions shall be incorporated by reference and
<br />shall prevail as the basis of the Client's Agreement to Abonmarche. Any Client
<br />document or communication in addition to or in conflict with these Tema and
<br />Conditions shall be subordinate and subject to these provisions.
<br />2. Execution. Abonmorche has the option to render this Agreement null and void, 1
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<br />If It is not executed within thirty (30) days of delivery.
<br />3. CMO RespongMes. The Client will provide ok criteria and information
<br />concerning the requirements of the Project. The Client will assume responsibility
<br />for interpretation of contract documents and for construction observation and 1
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<br />will waive all claims against Abonmarche that may be In any way connected.
<br />unless Abonmorche's services under this Agreement include full -time
<br />construction observation or review of contractor's perfomance.
<br />A. Pedosmasee. The standard of care for services performed by or provided by
<br />Abonmarche will be the care and skill ordinarily used by Abonmarche's 1
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<br />profession practicing under similar circumstances at the same lime and In the
<br />some locality. Abonmarche makes no warranty, expressed or Implied, with
<br />respect to any services provided by Abonmarche. Abonmarche will not be
<br />liable for any claim, damages. cost, or expense (including attorney's fees) or
<br />other liability or loss not directly and solely caused by the negligent acts, errors.
<br />or omissions of Abonmorche.
<br />5. Hourly Ming Rates. If payment h on on hourly rate, Client will pay Abonmarche
<br />at the current hourly billing rates. The nouns rates are adjusted annually or as
<br />deemed appropriate. 1
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<br />6. Refmbursali ExpeMes, Reimbursable expenses, the actual costs Incurred
<br />directly or indirectly for the Client's Project, will be charged at Abonmarche's 1
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<br />current rates. Examples of reimbursable expenses include, but ore not limited to:
<br />mileage, tests and analyses, special equipment services, postage and delivery
<br />charges, telephone and telefox charges, copying, printing, and binding
<br />charges, commercial transportation, meals, lodging, special fees, licenses, and
<br />permits, Subconsultont and outside technical or professional services will be
<br />charged on the basis of the actual costs times a factor of 1.15. 2
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<br />7 Additional Services. Additional services that may be provided pursuant to the
<br />Agreement or any subsequent modification of the Agreement will be
<br />authorized, when possible, by written amendment signed on behalf of the Client
<br />and Abonmarche. Additional services, performed by Abonmorche ore subject 2
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<br />to all Terms and Conditions and the Client will be responsible for payment.
<br />Should the Client, regulatory agency. or any public body or inspector direct
<br />modification or addition to services covered by this Agreement, the cost will be 2
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<br />added to the agreed price. Requests for extra services should be made in
<br />writing via a change order, but none the less, Abonmarche h entitled to be paid
<br />for extra services provided whether or not It is in writing.
<br />8. Underground Struetrues a Ruled Utilities. The Client is responsible for
<br />Identification and location of all pubic and private burled structures on the
<br />Client's property and the Project site, such as, but not limited to, storage tanks 2
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<br />and lines, or gas, water, sewer, electrical, phone, cable, or any other public or r
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<br />private utilities. It is agreed that Abonmarche is not responsible for accidental
<br />damage to utilities or underground structures, whether known, unknown or
<br />Improperly located. The client shall be responsible for design fees it changes are 2
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<br />necessary. Utility locating or marking services provided by Abonmorche are not
<br />substitutes for complying with the utility owner notification requirements or the r
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<br />locating services (81 1 systems) required prior to an excavation. Utilities shown as
<br />located by ground penetrating radar are approximate only. No excavation
<br />took place to verify the positions shown or to verify the type of utility (except as 2
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<br />noled). Careful excavation is required for verification of the buried utility. The
<br />owner or customer assumes the risk or error and the actual location of the
<br />underground utility. Abonmorche is not providing any certification or guarantee
<br />regarding the exact location of any underground utility.
<br />9. Underground Conditions. Abonmorche shall have no responsibility for the I
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<br />Identification of exiling or unforeseen /differing underground conditions. The
<br />Contractor shall have sole responsibility for determining the nature of t
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<br />underground conditions and the means and methods of dealing with those 2
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<br />conditions. Abonmorche is entitled to rely upon the Information provided by
<br />geotechnical consultants and shall have no responsibility for the accuracy or u
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<br />correctness of the data contained in the geotechnical reports. i
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<br />IO.SHo Access and Security. With the exception of access rights that land surveyors
<br />ore afforded by low, the Client will provide Abonmorche access to the Project
<br />site and the Client will be responsible for obtaining any necessary permission
<br />from any affected third party property owners for use of their lands. The Client 's
<br />solely responsible for site security.
<br />Abonmarche will return to the Client all documents and information
<br />hat are the properly of the Client.
<br />EnMre Agreement. This Agreement contains the entire agreement between the
<br />pariles and there are no agreements, representations, statements, or
<br />nderstandings which have been relied on by the parties which are not stated
<br />this Agreement.
<br />End of Agreement
<br />11.CosuMaMs. Abonmarche may engage Consultants at the request of the Client Reviewed by City of South Bend Legol Deporiment 05/04/2011
<br />to perform services which are typically the Client s responsibility, such as surveys,
<br />geotechnlcal and environmental assessments, The Client agrees that
<br />Abonmarche will not be responsible fa, or in any manner guarantee, the
<br />performonce of services by the Consultants. The Client agrees that
<br />Abonmarche wilt not be liable for any claim, liability, or defense cost for injury or
<br />loss sustained by any party allegedly caused by the Consultants' negligence or
<br />willful misconduct.
<br />12.0pNlons of Cod. Any opinions of probable construction cost and /or total
<br />project cost provided by Abonmarche will be on the basis of experience and
<br />judgment, but these ore only estimates. Abonmorche does not warant that bids
<br />or ultimate construction or total project costs will not vary from such estimates.
<br />13.0wnenhip of Work Product. Abonmarche will remain the owner of all original
<br />drawings, reports, and other materials provided to the Client, whether in hard
<br />copy or magnetic media forth. The Client Is authored to use the copies
<br />provided by Abonmarche only in connection with the Project, Any other use or
<br />euse by the Client for any purposes whatever will be of the Client's risk and full
<br />,gol responsibility, without liability to Abonmarche and the Client will defend,
<br />ndemniy, and hold Abonmarche harmless from all claims, damages, losses,
<br />and expenses, including attorney fees arising out of or resulting there from.
<br />14.Eleatrork A%ft. Copies of data, reports, drawings. specifications, and other
<br />materials furnished by Abonmarche that may be relied upon by the Client ore
<br />limited to the printed Copies (also known as hard copies) that are delivered to
<br />the Client pursuani to the services under this Agreement. Computer files of text,
<br />data, graphics. or of other types of electronic media are the sole possession of
<br />COSB reviewed 05 -04 -11
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