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PATRIOT ENGINEERING
<br />and Environmental, Inc.
<br />Consulting Environmental, Geotechnical
<br />and Construction Materials Engineers
<br />TERM AND CONDITIONS
<br />1. SCOPE OF WORK
<br />PATRIOT Engineering and Environmental Inc. (PATRIOT)
<br />shall perform the services defined in the attached proposal
<br />at the rates stated in the proposal or the attached fee
<br />schedule. Any estimate of time and materials shall not be
<br />considered as a fixed price, but only an estimate (unless
<br />otherwise specifically stated in this contract). PATRIOT
<br />will provide additional services at the listed standard rates.
<br />This offer will be valid for ninety (90) days unless
<br />otherwise stated. Upon acceptance, this proposal and
<br />associated terms and conditions shall become the
<br />contract.
<br />2. RIGHT OF ENTRY
<br />Client grants to PATRIOT the right of entry to the project
<br />site by its employees, agents, and subcontractors, to
<br />perform the service and represents that it has obtained the
<br />needed permits and licenses for the proposed work. If
<br />client does not own the site, Client warrants and
<br />represents to PATRIOT that it has the authority and
<br />permission of the owner and occupant of the site to grant
<br />right of entry to PATRIOT
<br />3. PAYMENT TERMS
<br />PATRIOT will submit invoices to the Client throughout the
<br />project and a final invoice upon completion of services.
<br />There shall be no retainage of fees due and payable to
<br />PATRIOT payment is due within fourteen (14) days of
<br />invoice receipt, regardless of whether the client has been
<br />reimbursed by any other party. Client agrees to pay
<br />interest of one and one half percent (11/2%) per month, or
<br />the maximum rate allowed by law, on past due accounts.
<br />Any attorney's fees, collection fees or other costs incurred
<br />in collecting any delinquent amount shall be paid by Client.
<br />4. STANDARD OF CARE
<br />The services shall be performed in accordance with
<br />generally accepted industry principles and practices,
<br />consistent with a level of care and skill ordinarily practiced
<br />by reputable members of the profession currently
<br />providing similar services under similar circumstances.
<br />Except as set forth herein, PATRIOT makes no other
<br />representation, guarantee, or warranty, express or implied,
<br />in fact or by law, whether any merchantability, fitness for
<br />any particular purpose or otherwise concerning any of the
<br />services which may be furnished by PATRIOT to Client.
<br />Client agrees to give PATRIOT written notice of any
<br />breach or default under this section and to give PATRIOT
<br />a reasonable opportunity to cure such breach or default,
<br />without the payment of additional fees to PATRIOT, as
<br />condition precedent to any claim for damages.
<br />5. INSURANCE AND GENERAL LIABILITY
<br />PATRIOT maintains Workers' Compensation and
<br />Employers' Liability Insurance in compliance with the laws
<br />of the state having jurisdiction over the individual
<br />employee. PATRIOT has insurance coverage under
<br />general liability, property damage, and professional
<br />liability, which PATRIOT deems to be adequate.
<br />Certificates for such policies of insurance shall be
<br />provided to Client upon request. PATRIOT may provide
<br />additional insurance coverage beyond stated limits at the
<br />Client's request and expense.
<br />6. RISK ALLOCATION
<br />Due to the very limited benefit PATRIOT will derive from
<br />this project compared to that of other parties involved,
<br />including the Client, Client agrees to limit PATRIOT'S
<br />liability to Client or any other party using or relying on
<br />PATRIOTS work with respect to any acts or omissions
<br />including, but not limited to, breach of this contract, breach
<br />of warranty, negligence, alleged defects in PATRIOT'S
<br />performance, or other legal theory such that the total
<br />aggregate liability of PATRIOT to all those named shall not
<br />exceed a maximum limit of $25,000 or PATRIOT'S project
<br />fee for the services rendered on this project, whichever is
<br />less.
<br />TERMINATION
<br />Either party may suspend performance immediately upon
<br />becoming aware of a breach of the terms of this contract
<br />by the other party and provide notice of its intention to
<br />terminate. In the event PATRIOT determines there may
<br />be a significant risk that PATRIOTS fees may not be paid
<br />on a timely basis, PATRIOT may suspend performance
<br />and /or retain any reports, work products, or other
<br />information until Client provides PATRIOT with adequate
<br />assurances of payment. The filing of a voluntary or
<br />involuntary bankruptcy petition, appointment of a receiver,
<br />assignment for the benefit of creditors or other similar act
<br />of insolvency shall constitute a breach. Termination will
<br />become effective seven (7) calendar days after receipt of
<br />notice by the breaching party unless the event(s) giving
<br />rise to the breach are remedied within the timeframe or the
<br />party seeking termination revokes its notice. Either party,
<br />without cause, may terminate this contract upon providing
<br />ten (10) calendar days written notice to the other party.
<br />8. ASSIGNS
<br />This contract may be amended by written instrument, e-
<br />mail confirmation, or written confirmation of a verbal
<br />agreement, acknowledged or signed by both parties.
<br />Client shall not assign this proposal or any reports or
<br />information generated as a result of contracted services
<br />pursuant to this proposal without written consent of
<br />PATRIOT.
<br />9. SAFETY
<br />PATRIOTS responsibility for safety on site shall be limited
<br />to its own personnel, subcontractors, and any individuals
<br />who are directly involved with PATRIOTS work on site.
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