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<br />TERMS AND CONDITIONS OF PROFESSIONAL SERVICES AGREEMENT
<br />I . Agreement. These Terms and Conril tfons shag be incorporated by reference and
<br />shag pfevag as the basis of the Client's Agreement to Abonmorche. Any Client
<br />document of communicolion in octuillan to or In conflict %vilh these Terms and
<br />Conditions shall be subordnate and subject to these pro lsions.
<br />2. Execution. Abonmarche has the option to render this Agreement rug and void, I
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<br />it It is not executed within thirty (3D1 days of delivery.
<br />3. Client Responsibilities. The Client will provide all 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 OR clams against Abonmarche that may be in any way connected,
<br />unless Abonmarche's services under this Agreement include full -time
<br />con,frvction observation or r_viev, of contractors performance.
<br />4. Performance. The standard of care lot services performed by or provided by
<br />Abonmarche will be the care and skill ordinarih> u:ecf by Abonmorche's 1
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<br />profession practicing under similar cycurnMonces of the same lime and in the
<br />some locally. Abonmarche makes no warronty, expressed or Implied. whh
<br />respect to any services provkled by Abonmorche. Abonmarche will not be
<br />liable for any claim, damages, cost, or expense (including attorney's fees) or
<br />other liabiity or loss not d'uectly and solely caused by the negligent acts, errors,
<br />Of Omisslom of Abonmarche.
<br />5. floury Billing Rales. If payment is on an hourly rote, Client will pay Abonmorche
<br />at the current hourly billinn rotes. The hourly roles are adjusted onnualy or as
<br />deemed appropriate. 1
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<br />6. Reimbursable Expenses. Reirnt"sable expenses, the ocluol costs incurred
<br />directly or indsectly for the Client's Project, will be charged of Abonmarche's 1
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<br />current tales. Examples of reimbursable expenses Include, but are not limited to:
<br />mileoge, tests and onoly -es, special equipment services, pnstogs and delivery
<br />charges, telephone and laiii charges, cop ing, printing, and binding
<br />charges, commercial transportation, meals, lodging, special fees, licenses, and
<br />permit. Svbcansultont and outside technical or professional services will be
<br />charged on the basis of the actual costs times a factor of 1.15. �
<br />�0.
<br />7. Additional Services. Additional services that may be provided pursuant to the
<br />Agleement or any subsequent modficolion of the Agreement will be
<br />oulhorized, •when po sible, by wrl6en amendment signed on behalf of the Clirnf
<br />and Abonmorche. Additiono! services, performed by Abonmarche are subject 2
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<br />to al Terris and Conditions and the Client will be responsible for payment.
<br />Should the Client, regulatory agency. or only pudic body or Inspector affect
<br />modAicalfon or oddrtlon to senaces covefed by this Agreement, the cost will be 2
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<br />added to the agreed price. Requests for extra services :hound be mode In
<br />writing v la a change order, but none the lea:: Abonmarche a entitled to be paid
<br />lot extra services provided whether or not It is In writing.
<br />S. Underground Structures or Buried Uflifies. the Client is responsible lot
<br />identification aril location of dl public and private buried structures on the
<br />Client's propedy and the Project site, such as, but not Limited Ia, stoioge tanks 2
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<br />and lines, or gas, water, sewer, electrical, phone. cable, or any other public or
<br />privole vilifies. it is agreed that Abonmarche is not responsible for accidental
<br />damage In utilities or underground structures, - whether known. unknown or
<br />improperly located. The client shall be responsible for design lees if changes are 2
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<br />necessoy. Wilily locating or making services provided by Abanmoiche are not
<br />substitule� for complying with the utility avwner notification requirements or the
<br />locating services (8) 1 systems) required prior to an excavation. Utilities shown w
<br />located by ground penetrating rodor are opproximale only. No excavation
<br />took place to verify the positions rhown or to verify the type of utility (except as 2
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<br />noted). Careful exco+olion is required for .erfficotion of the buffed utg.ity. The
<br />owner or customer assumes the rrrk of error and the ocluol location of the
<br />underground utility. Abonmarche k not providing any cenitrcalksn or guarantee
<br />regarding the exact location of any underground unity.
<br />9. Underground Conditions, Abonmorche shop hove no responsibility for the I
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<br />Identification of existing or unforeseen /aflffering underground conditions. The
<br />Contractor shall have sole responsbiity for detemuning the nature of t
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<br />underground conditions and the means and methcds of dealing v,•th those ^
<br />^cis.
<br />conditions. Abonmarche Is entitled to rely upon the Information prodded by
<br />geolechnkol consultonls and shall hove no responsibeny, for the accuracy or
<br />correctness of the data contained In the geotechnicol reports.
<br />10.51te Access and Security. With the exception of access rights that land surveyors
<br />ore afforded by love, the Client wig provide Abonmorche access to the Project
<br />Me and the Client wig be responsible for obfoining any necessary pernihsion
<br />from any affected third paty property Owners for use of They lands. The Client is
<br />Sol" responsible for site security.
<br />and there are no agreements, repremritolions, statements, or
<br />understandings which have been relied on by the parties which are not slated
<br />In thus Agreement.
<br />End of Agreement.
<br />I I.ConsuBants, Abonmarche mar engage Consultants at the request of the Client Reviewed by City of South Bend Legal Department 05/04/2011.
<br />to perform services which ore typically the Client's responsibility, such as surveys,
<br />geotechnical and environmental assessments. The Client agrees that
<br />Abonmorche will not be responsible for, or In any manner guarantee, the
<br />performance of services by the Consuttonls. The Client agrees that
<br />Abonrnorche will not be gable for any claim, lability, of defense cost for Injury or
<br />loss sustained by any party ollegedy caused by the Consultants' negligence or
<br />wllgul mrsconducl.
<br />12.0pinions of Cost. Any opinions of probable construction cost and;or total
<br />project cost provided by Abonmorche will be on Ilia basis at experience and
<br />judgment, but these are only estimates. Abonmorche does not wanont that bids
<br />or ultimate construction or total project costs will not vary from such estimates.
<br />13,OwnwsNp of Work Product. Abonmorche will remain the owner of oil original
<br />drawings, reports, and other moleriats provided to the Client, vwhether in hard
<br />copy or magnetic media form. The Client is authorized to use the copies
<br />provided by Abonmarche any In connection with the Project. Any other L,,a or
<br />reuse by the Client for any purposes whatever will be of the Client's risk and full
<br />xt legal responsibility, without IlobiSfy to Abonmorche and the Client wig defend,
<br />indemnity, and hold Abonmarche hormless from all daints, damages, losses,
<br />and expenses. Including otforne• tees arising oul of or resulting there from.
<br />14.Electronfc Media. Copies of data, reFrxts, drawings, specifications. and other
<br />materials furnished by Abonmarche that may be relied upon by the Client are
<br />limited to the printed copies (also known as had coplesj Ihot ore delivered to
<br />the Client pursuanl to the services under this Agreement. Computer ties of text.
<br />data. graphics, or of other types of electronic media ore the sole possesslon or
<br />COSB reviewed 05-04-11 Page 2 of 2
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