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7.4. Relevant fnformatiom Supply Consultant with all their respective shareholders, directors, officers, employees
<br /> information and documents in Client's possession or and agents (collectively "Consultant Entities') to Client
<br /> knowledge that are relevant to Consultant's Services. Client arising from Services under this Agreement, including
<br /> warrants the accuracy of any information supplied by it to attorney's fees due under this Agreement, will not exceed the
<br /> Consultant, and acknowledges that Consultant is entitled to gross compensation received by Consultant under this
<br /> rely upon such information without verifying its accuracy. Agreement or $50,000, whichever is greater; provided,
<br /> Prior to the commencement of any Services in connection with however, that such liability is further limited as described
<br /> a specific property,Client will notify Consultant of any known below.This limitation applies to all lawsuits,claims or actions
<br /> potential or possible health or safety hazard existing on or near that allege errors or omissions in Consultant's Services,
<br /> the Project Site, with particular reference to Hazardous whether alleged to arise in tort, contract, warranty, or other
<br /> Materials or conditions. legal theory. Upon Client's written request, Consultant and
<br /> 7.5.Subsurface Structures.Correctly designate the Iocation Client may agree to increase the limitation to a greater amount
<br /> in exchange for a negotiated increase in Consultant's fee,
<br /> of all subsurface structures on plans to be furnished to provided that they amend this Agreement in writing as
<br /> Consultant such as pipes,tanks,cables and utilities within the provided in Section 19.
<br /> property lines of the Project Site(s)and be responsible for any
<br /> damage inadvertently caused by Consultant to any such 10.1.indemnification.
<br /> structure or utility not so designated.Consultant is not liable to
<br /> Client for any losses,damages or claims arising from damage 10.1./. Indemnification of Client. Subject
<br /> to subterranean structures or utilities that were not correctly provisions and limitations of this Agreement, Consultant
<br /> to the
<br /> shown on plans furnished by Client to Consultant agrees to indemnify emhold harmless Client,its shareholders,
<br /> officers, directors, employees,
<br /> loyees, and agents from and against
<br /> 7.6. Manifests Execute all manifests or other documents any and all claims, suits, liabilities, damages, expenses
<br /> evidencing ownership, possession or control over Hazardous (including without limitation reasonable attorney's fees and
<br /> Materials. costs of defense)or other losses(collectively"Losses")to the
<br /> extent caused by Consultant's negligent performance of its
<br /> 7.7. Notification to Authorities. Provide all required Services under this Agreement
<br /> notifications to applicable Governmental Agencies,regulatory
<br /> bodies or the public related to the existence, discharge, 10.1.1. Indemnification of Consultant. Client will
<br /> release, disposal, and/or transportation of Hazardous indemnify and hold harmless Consultant Entities from and
<br /> Materials. against any and all Losses to the extent caused by the
<br /> negligence of Client,its employees,agents and contractors.In
<br /> 8.CHANGED CONDITIONS addition, except to the extent caused by Consultant's sole
<br /> negligence, Client expressly agrees to defend, indemnify and
<br /> If Consultant discovers conditions or circumstances that it had hold harmless Consultant Entities from and against any and all
<br /> not contemplated at the commencement of this Agreement Losses arising from or related to the existence, disposal,
<br /> ("Changed Conditions'), Consultant will notify Client in release, discharge, treatment or transportation of Hazardous
<br /> writing of the Changed Conditions. Client and Consultant Materials, or the exposure of any person to Hazardous
<br /> agree that they will then renegotiate in good faith the terms Materials, or the degradation of the environment due to the
<br /> and conditions of this Agreement If Consultant and Client presence, discharge, disposal, release of or exposure to
<br /> cannot agree upon amended terms and conditions within 30 Hazardous Material.
<br /> days after notice, Consultant may terminate this Agreement
<br /> and be compensated as set forth in Section 17,"Termination." 10.3. Consequential Damages. Neither Client nor
<br /> Consultant will be liable to the other for any special,
<br /> 9.CERTIFICATIONS consequential, incidental or penal losses or damages including
<br /> but not limited to losses, damages or claims related to the
<br /> Client agrees not to require Consultant to execute any unavailability of property or facilities, shutdowns or service
<br /> certification with regard to Services performed or Work tested interruptions,loss of we,profits,revenue,or inventory,or f a
<br /> and/or observed under this Agreement unless: 1) Consultant use charges,cost of capital,or claims of the other patty and/or
<br /> believes that it has performed sufficient Services to provide a its customers.
<br /> sufficient basis to issue the certification; 2) Consultant
<br /> believes that the Services performed or Work tested and/or 10.4. Continuing Agreement The indemnity obligations
<br /> observed meet the criteria of the certification; and 3) and the limitations of liability established under this
<br /> Consultant has reviewed and approved in writing the exact Agreement will survive the expiration or termination of this
<br /> font of such certification prior to execution of this Agreement. If Consultant provides Services to Client that the
<br /> Agreement. Any certification by Consultant is limited to an parties do not confirm through execution of an amendment to
<br /> expression of professional opinion based upon the Services this Agreement, the obligations of the parties to indemnify
<br /> performed by Consultan4 and does not constitute a warranty each other and the limitations on liability established under
<br /> or guaranty,either expressed or implied. this Agreement apply to such Services as if the parties had
<br /> executed an amendment.
<br /> 10.ALLOCATION OF RISK
<br /> 10.1. Lindraden of Liability. The total cumulative liability
<br /> ( of Consultant,its subconsultants and subcontractors,and all of
<br /> GENERAL CONDITIONS FOR ENVIRONMENTAL CONSULTING SERVICES Revised Nov 04
<br /> ®2004 All Rights Reserved Page GC-3 of 5
<br /> BSK
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