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<br />Kimley-Horn
<br />and Associates, Inc.
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<br />(14) Hazardous Substances and Conditions. In no event shall Consultant be a custodian, transporter, handler, arranger, contractor,
<br />or remediator with respect to hazardous substances and conditions, Consultant's services will be limited to professional analysis,
<br />recommendations, and reporting, including, when agreed to, plans and specifications for isolation, removal, or remediation, The
<br />Consultant shall notify the Client of hazardous substances or conditions not contemplated in the scope of services of which the
<br />Consultant actually becomes aware, Upon such notice by the Consultant, the Consultant may stop affected portions of its services
<br />until the hazardous substance or condition is eliminated.
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<br />(15) Constl'Uction Phase Services.
<br />(a) If the Consultant's services include the preparation of documents to be used for construction and the Consultant is not retained to
<br />make periodic site visits, the Client assumes all responsibility for interpretation of the documents and for construction observation, and
<br />the Client waives any claims against the Consultant in any way connected thereto,
<br />(b) If the Consultant provides construction phase services, the Consultant shall have no responsibility for any contractor's means,
<br />methods, techniques, equipment choice and usage, sequence, schedule, safety programs, or safety practices, nor shall Consultant have
<br />any authority or responsibility to stop or direct the work of any contractor. The Consultant's visits will be for the purpose of
<br />endeavoring to provide the Client a greater degree of confidence that the completed work of its contractors will generally conform to
<br />the construction documents prepared by the Consultant. Consultant neither guarantees the performance of contractors, nor assumes
<br />responsibility for any contractor's failure to perform its work in accordance with the contract documents,
<br />(c) The Consultant is not responsible for any duties assigned to the design professional in the construction contract that are not
<br />expressly provided for in this Agreement. The Client agrees that each contract with any contractor shall state that the contractor shall
<br />be solely responsible for job site safety and for its means and methods; that the contractor shall indemnify the Client and the
<br />Consultant for all claims and liability arising out of job site accidents; and that the Client and the Consultant shall be made additional
<br />insureds under the contractor's general liability insurance policy.
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<br />(16) No Third-Party Beneficiaries; Assignment and Subcontracting. This Agreement gives no rights or benefits to anyone other
<br />than the Client and the Consultant, and all duties and responsibilities undertaken pursuant to this Agreement will be for the sole
<br />benefit of the Client and the Consultant. The Client shall not assign or transfer any rights under or interest in this Agreement, or any
<br />claim arising out of the performance of services by Consultant, without the written consent of the Consultant. The Consultant reserves
<br />the right to augment its staff with subconsultants as it deems appropriate due to project logistics, schedules, or market conditions, If
<br />the Consultant exercises this right, the Consultant will maintain the agreed-upon billing rates for services identified in the contract,
<br />regardless of whether the services are provided by in-house employees, contract employees, or independent subconsultants,
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<br />(17) Confidentiality. The Client consents to the use and dissemination by the Consultant of photographs of the project and to the use
<br />by the Consultant of facts, data and information obtained by the Consultant in the performance of its services, If, however, any facts,
<br />data or information are specifically identified in writing by the Client as confidential, the Consultant shall use reasonable care to
<br />maintain the confidentiality of that material.
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<br />(18) Miscellaneous Provisions. This Agreement is to be governed by the law of the State of Florida, This Agreement contains the
<br />entire and fully integrated agreement between the parties and supersedes all prior and contemporaneous negotiations, representations,
<br />agreements or understandings, whether written or oral. Except as provided in Section 1, this Agreement can be supplemented or
<br />amended only by a written document executed by both parties. Provided, however, that any conflicting or additional terms on any
<br />purchase order issued by the Client shall be void and are hereby expressly rejected by the Consultant. Any provision in this
<br />Agreement that is unenforceable shall be ineffective to the extent of such unenforceability without invalidating the remaining
<br />provisions, The non-enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the
<br />enforceability of that provision or of the remainder of this Agreement.
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<br />rev 08/1 0
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