AG 2002 10 21 (Regular) - Laserfiche WebLink

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Ms. Cathy Cole Cabarras County September 10, 2002 Re~ Parcel/Centerline Rectification and Geodatabase Development GENERAL CONDITIONS PAYMENT TERMS - Payment is due upon receipt of our invoice. If payment is not received within thirty days from the invoice date, Client agrees to pay a finance charge on the principal amount of the past due account of one and one-half per cent per month. If one and one-half percent per month exceeds the maximum allowed by law, the charge shall automatically be reduced to the maximum legally allowable. COST OPINIONS - Any cost opinions or Project economic evaluations provided by England, Thims & Miller, Inc. will be on a basis of experience and judgment, but, since it has no control over market conditions or bidding procedures, England, Thims & Miller, Inc. cannot warrant that bids, cost estimates, ultimate construction cost, or Project economics will not vary from these opinions. In the event Client requests termination of the services prior to completion, the Client shall pay all charges incurred through the date services are stopped plus any shutdown costs. If during the execution of the services, England, Thims & Miller, Inc. is required to stop operations as a result of changes in the scope of services such as requests by the Client or requirements of third parties, additional charges will be applicable. INSURANCE - England, Thims & Miller, Inc. maintains Workers' Compensation and Employer's Liability Insurance in conformance with applicable state law. In addition we maintain Comprehensive General Liability Insurance and Automobile Liability Insurance with bodily injury limits of 1,000,000/$500,000 and property d:image limits of $100,000. A certificate of insurance can be supplied evidencing such coverage which contains a clause providing that fifteen days written notice be given prior to cancellation. Cost of the above coverage is included in our quoted fees. If additional coverage or increased limits of liability are required, England, Thims & Miller, Inc. will endeavor to obtain the requested insurance and charge separately for costs associated with additional coverage or increased limits. STANDARD OF CARE - The only warranty or guarantee made by England, Thims & Miller, Inc. in connection with the services performed hereunder, is that we will use that degree of care and skill ordinarily exercised under similar conditions by reputable members of our profession practicing in the same or similar locality. No other warranty, expressed or implied, is made or intended by our proposal for consulting services or by our furnishing oral or written reports. PERMITTING/ZONING - The Client is herein notified that several City, State and Federal environmental, zoning and regulatory permits may be required for this project. England, Thims & Miller, Inc. will assist the Client in preparing these permits at the Client's direction. H~wever, the Client acknowledges that it has the responsibility for submitting obtaining and abiding by all required permits. Furthermore, the Client holds England, Thims & Miller, Inc. harmless from any losses or liabilities resulting from such permitting or regulatory action. LIMITATION OF LIABILITY - To the fullest extent permitted by law, an~ not withstanding any other provision of this Agreement, the total liability, in the aggregate, of England, Thims & Miller, Inc. and its officers, directors, partners, employe~s, agents and subconsultants, and any of them, to the Client and anyone claiming by, through or under th.e Client, for any and all claims, losses, costs or damages of any nature whatsoever arising out of, resulting from or in any way related to the Project or the Agreement from any cause or causes, including but not limited to the negligence, professional errors or omissions, strict ability, breach of contract or warranty, express or implied, of England, Thlms & Miller, Inc. and its officers, directors, employees, agents or subconsultants, or any of them, shall not exceed the total compensation received by England, Thims & Miller, Inc. under this Agreement, or the total amount of $50,000.00, whichever is less. If Client prefers to have higher limits on professional liability, England, Thims &' Miller, Inc. agrees to increase the limits up to a maximum of $500,000 upon Clients written request at the time of accepting this proposal provided that the Client agrees to pay an additional charge as a result of such increase. OWNERSHIP OF DOCUMENTS - All documents, including, but not limited to drawings, specifications, reports, boring logs, field notes, laboratory test data, calculations and estimates, prepared by England, Tkims & Miller, Inc. as instruments of service pursuant tO this Agreement, shall be the sole property of England, Thims & Miller, Inc. Client agrees that all documents of any nature furnished to Client or Client's agents or designees, if not paid for, will be returned upon demand and will not be used by Client for any purpose whatsoever. Client further agrees that under no circumstances shall any documents produced by England, Thims & Miller, Inc., pursuant to this Agreement be used at any location or for any project not expressly provided for in this Agreement without the written permission of England, Thims & Miller, Inc..and England, Thims & Miller, Inc. will provide Client with copies of documents created in the performance of the work for a period not exceeding five years following subii~t~it~rl~g,&ll~gll~n=s~n[ll~l~te, g~lct9 '~gl~qlplslgfl~by this Agreement SAFETY - Should England, Thims & Miller, Inc. provide periodic observations or monitoring services at the job site during construction, Client agrees that, in accordance with generally accepted construction practices, the contractor will be solely and completely responsible for working conditions on the job site, including safety of all persons and property during the performance of the work and compliance with OSHA regulations, and that these requirements will apply continuously and not be limited to normal working hours. Any monitoring of the contractor's procedures conducted by England, Thims & Miller, Inc. is not intended to include review of the adequacy of the contractor's safety measures in, on, adjacent to, or near the construction site. CONSTRUCTION REPRESENTATION - Client agrees that England, Thims & Miller, Inc. will not be expected to make exhaustive or continuous on-site inspections but that periodic observations appropriate to the construction stage shall be performed. It is further agreed that England, Thims & Miller, Inc. will not assume responsibility for the contractor's means methods, techniques, sequences or procedures of construction and it is understood that field services provided by England, Thims & Miller, Inc. will not relieve the contractor of his responsibilities for performing the work in accordance with the plans and specifications. The words "supervision", "inspection", or "control", are used to mean periodic observation of the work and the conducting of tests by England, Tkims & Miller, Inc. to verify substantial compliance with the plans, specifications and design concepts. Continuous inspections by our employees does not mean that England, Thims & Miller, Inc. is observing placement of all materials. Full-time inspection means that an employee of England, Thims & Miller, Inc. has been assigned for eight-hour days during regular business hours. Construction inspection and monitoring services which exceed 40 hours per Week for one individual shall be invoiced at 150% of the ~tandard billing rate. SALES TAX - The purchaser of the services described herein shall pay any applicable state sales tax in the manner and in the amount as required by law. ASSIGNABILITY - Client and England, Thims & Miller, Inc., respectively bind themselves, their successors and assigns to the other party to this Agreement and to the successors and assigns of such other part with respect to all covenants of this Agreement Client can assign this Agreement without the prior written consent of England, Thims & Miller, Inc. INTEGRATION - This Agreement represents the entire and integrated Agreement between Client and England, Thims & Miller, Inc. and supersedes all prior negotiations, representations or Agreements, either written or oral. This Agreement may be amended only by written instrument signed by both parties. TERMINATION - In the event Client requests termination of these services prior to completion, the Client shall pay all charges incurred through the date services are stopped. LIMITATIONS ON CAUSES OF ACTION - Causes of action between the parties to this Agreement pertaining to acts or failures to act shall be deemed to have occurred and the applicable statutes of limitations shall commence to run not later than (i) the da~e of substantial completion for acts or failures to act occurring prior to substantial completion of our engineoring services pursuant to this Agreement; of (ii) the date of issuance of our final invoice for acts or failure to act occurring after substantial completion of our engineering services pursuant to this Agreement, THIRD PARTY BENEFICIARY - Npthing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either Client or England, Thims & Miller, Inc. GOVERNING LAW - This agreement shall be governed in all respects by the laws of the State of Florida. SEVERABILITY AND SURVIVAL - If any of the provisions contained in this AGREEMENT are held invalid, illegal, or unenforceable, such invalidity, illegality or ullenforeeabilitv will lint affect any o. ther oroyision.~nd this AG. REEMENT will be construed as if such invalid, illegal, or unenforceable provision had never been contained herein.