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<br />
<br />e
<br />HaIff Associates
<br />
<br />ENGINEERS . ARCHITECTS . SCIENTISTS
<br />PLANNERS . SURVEYORS
<br />
<br />Halff Associates, Inc.
<br />Agreement for Services
<br />
<br />e
<br />
<br />t. SCOPE
<br />Halff Associates, Inc. (hereinafter "Engineer") agrees to
<br />perform the services described in the attached scope of
<br />services labeled "Attachment A", and further entitled
<br />Preoaration of a Parks Master Plan for the City of La
<br />Porte, which incorporates these terms and conditions.
<br />Unless modified in writing by the parties hereto, the
<br />duties of Halff shall not be construed to exceed those
<br />services specifically set forth in Attachment A.
<br />"Attachment A", and these General Terms and
<br />Conditions, when executed by The City of La Porte
<br />(hereinafter .Client"), shall constitute a binding
<br />Agreement on both parties.
<br />
<br />II. COMPENSATION
<br />Client agrees to pay monthly invoices or their
<br />undisputed portions within 30 days of receipt. Payment
<br />later than 30 days shall include Interest at 1-1/2 percent
<br />per month or lesser maximum enforceable interest rate,
<br />from the date the Client received the invoice until the
<br />date Engineer receives payment. Such interest is due
<br />and payable when the overdue payment is made.
<br />
<br />Time-related charges will be billed as specified in the
<br />proposal under Attachment B, "Basis of
<br />Compensation". Direct expenses will be billed at 1.1
<br />times the actual cost. Subcontracted services will be
<br />billed at actual cost plus a service charge of 0%.
<br />
<br />III. RESPONSIBILITY
<br />Engineer is employed to render a professional service
<br />only, and any payments made by Client are
<br />compensation solely for such services rendered and
<br />recommendations. made in carrying out the work.
<br />Engineer shall follow the standard practices of the
<br />engineering and architectural profession to make
<br />findings, provide opinions, make factual presentations,
<br />and provide professional advice and recommendations.
<br />
<br />In performing professional services, Engineer shall act
<br />as agent of Client. Engineer's review or supervision of
<br />work prepared or performed by other individuals or
<br />firms employed by Client shall not relieve those
<br />individuals or firms of complete responsibility for the
<br />adequacy of their work.
<br />
<br />It is understood that any resident engineering or
<br />inspection provided by Engineer is for the purpose of
<br />determining compliance with the technical provisions of
<br />the project specifications and does not constitute any
<br />form of guarantee or insurance with respect to the
<br />performance of a contractor. Engineer does not
<br />assume responsibility for methods or appliances used
<br />by a contractor, or for compliance by contractors with
<br />laws and regulations.
<br />
<br />IV. SCOPE OF CLIENT SERVICES
<br />
<br />Client agrees to provide relevant information as
<br />required by the Engineer to perform the scope of
<br />services, and to provide those services described in the
<br />attached Letter Proposal's Scope of Work.
<br />
<br />V. INDEMNIFICATION
<br />Engineer agrees to indemnify and hold Client harmless
<br />from damages, claims, demands, suits, causes of
<br />action, judgments, costs and expenses including
<br />reasonable attorney's fees and expenses reSUlting
<br />from:
<br />
<br />i. Damage to property of any person, form, corporation
<br />or governmental agency, including property of Client,
<br />and/or
<br />
<br />ii. Death of or injury to any person or persons,
<br />including employees of Client,
<br />
<br />Arising out of, and to the extent caused directly by, a
<br />negligent act or omission or willful misconduct of
<br />Engineer, its agents, servants, employees, and
<br />subcontractors of any tier, their agents, servants and
<br />employees.
<br />
<br />In the event that Client is found to be concurrently
<br />negligent, Engineer shall not indemnify for the
<br />proportionate negligence of Client, but shall indemnify
<br />for the portion of negligence solely attributable to
<br />Engineer, its agents, servants, employees, and
<br />subcontractors of any tier, their agents, servants and
<br />employees.
<br />
<br />Neither party shall be liable to the other for incidental or
<br />consequential damages, whether or not the possibility
<br />of such damages has been disclosed or could have
<br />been reasonably foreseen.
<br />
<br />The parties shall indemnify one another against
<br />damages of third parties recoverable from the
<br />indemnitee to the extent caused by the comparative
<br />negligence of the indemnitor, up to an aggregate
<br />amount for the project of $1,000,000. Such
<br />negligence shall be measured by standards in
<br />effect at the time services are rendered, not by later
<br />standards. Client may not assert any claim against
<br />Engineer after the shorter of (1) 3 years from
<br />substantial completion of services giving rise to
<br />the claim, or (2) the statute of limitation provided by
<br />law.
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<br />Agreement for Services - Preparation of a Parks Master Plan for the City of LA PORTE
<br />Page 1 of2
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<br />Halff Associates Inc.
<br />3/14101
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