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Terms of Proposal
<br />Bolton & Menk, Inc.
<br />(Continued)
<br />H. Construction Phase Services: If construction phase engineering or staking services are included in this
<br />Proposal or subsequently authorized, Client is notified that BMI is not be responsible for means, methods,
<br />techniques or procedures of construction selected by any contractor employed on the project nor for the safety
<br />precautions or programs incident to the work of any contractor.
<br />I. Ownership and Alteration of Documents: All documents, including reports, specifications, drawings, field
<br />data, notes and documents or electronic media prepared or furnished by BMI under this agreement shall remain
<br />the property of BMI. The Client may make and retain copies for its use in connection with this project. However,
<br />such documents are not intended for reuse by the Client on any other project or alteration of the project by others
<br />without the written consent of BMI. Electronic media may be furnished for convenience of Client; however, only
<br />signed and certified hard copies of submittals may be relied upon as documentation of professional services
<br />provided.
<br />J. Billings and Payments: Invoices for BMI's services shall be submitted, at BMI's option, either monthly or
<br />upon completion of services. Invoices are due and payable within 30 days after the invoice date. If the invoice is
<br />not paid within 30 days, BMI may, without waiving any claim or right against the Client, and without liability
<br />whatsoever to the Client, terminate the performance of its services.
<br />K. Late Payments: Accounts unpaid 30 days after the invoice date will be subject to a monthly service charge
<br />of 18% on the unpaid balance. If any portion or all of an account remains unpaid 90 days after billing, the Client
<br />shall pay all costs of collection, including reasonable attorney's fees.
<br />L. Termination of Services: This agreement may be terminated, upon written notice, by the Client or BMI
<br />should the other fail to perform its obligations hereunder. In the event of termination, the Client shall pay BMI
<br />for services rendered to the date of termination, all reimbursable expenses, and reimbursable termination
<br />expenses.
<br />M. Limitation of Liability: In recognition of the relative risks, rewards and benefits of the project to both
<br />the Client and BMI, the risks have been allocated such that the Client agrees that, to the fullest extent
<br />permitted by law, BMI's total liability to the Client for any and all injuries, claims, losses, expenses,
<br />damages or claimed expenses arising out of the performance of this agreement from any cause or causes,
<br />shall not exceed $10,000.00. Such claims include, but are not limited to, BMI's negligence, errors,
<br />omissions, strict liability, breach of contract, or breach of warranty, if any.
<br />N. Dispute Resolution: Any claims or disputes made during or after the performance of services between BMI
<br />and the Client, with the exception of claims by BMI for non-payment of services rendered, shall be submitted to
<br />mediation and/or arbitration. This Proposal anticipates that BMI and the Client will include a similar requirement
<br />in all agreements with contractors, sub -contractors, suppliers, consultants and fabricators concerned with this
<br />proj ect.
<br />O. Withdrawal of Proposal: This Proposal constitutes a non -binding offer to perform services and BMI reserves
<br />the right to withdraw or modify this Proposal, without liability to the Client, at any time prior to receipt of written
<br />acceptance from the Client and execution of a signed agreement in accordance with Paragraph P.
<br />P. Agreement: If the Proposal is accepted, the Client and BMI may enter into and execute an Agreement
<br />incorporating the Proposal, these Terms and such additional terms and conditions as may be mutually acceptable
<br />to BMI and Client. Upon request by the Client, BMI may, at its sole discretion and for the benefit of the Client,
<br />proceed with any proposed services prior to execution of a written agreement. In the absence of an executed
<br />written agreement, the accompanying Proposal and these Terms of Proposal shall constitute the whole and
<br />complete agreement between BMI and the Client.
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