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ierracan
<br /> Reference Number:PNB197048
<br /> general liability insurance($1,000,000 occ/$2,000,000 agg);(iii)automobile liability insurance($1,000,000 B.I.and P.D.combined single limit); and(iv)
<br /> professional liability insurance ($1,000,000 claim /agg). Certificates of insurance will be provided upon request. Client and Consultant shall waive
<br /> subrogation against the other party on all general liability and property coverage.
<br /> 10. CONSEQUENTIAL DAMAGES.NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR LOSS OF PROFITS OR REVENUE;LOSS OF USE
<br /> OR OPPORTUNITY; LOSS OF GOOD WILL; COST OF SUBSTITUTE FACILITIES, GOODS,OR SERVICES; COST OF CAPITAL; OR FOR ANY
<br /> SPECIAL,CONSEQUENTIAL,INDIRECT,PUNITIVE,OR EXEMPLARY DAMAGES.
<br /> 11. Dispute Resolution.Client shall not be entitled to assert a Claim against Consultant based on any theory of professional negligence unless and until
<br /> Client has obtained the written opinion from a registered, independent,and reputable engineer,architect,or geologist that Consultant has violated the
<br /> standard of care applicable to Consultant's performance of the Services.Client shall provide this opinion to Consultant and the parties shall endeavor to
<br /> resolve the dispute within 30 days,after which Client may pursue its remedies at law.This Agreement shall be governed by and construed according to
<br /> Kansas law.
<br /> 12. Subsurface Explorations.Subsurface conditions throughout the site may vary from those depicted on logs of discrete borings,test pits,or other
<br /> exploratory services.Client understands Consultant's layout of boring and test locations is approximate and that Consultant may deviate a reasonable
<br /> distance from those locations. Consultant will take reasonable precautions to reduce damage to the site when performing Services; however, Client
<br /> accepts that invasive services such as drilling or sampling may damage or alter the site.Site restoration is not provided unless specifically included in the
<br /> Services.
<br /> 13. Testing and Observations.Client understands that testing and observation are discrete sampling procedures,and that such procedures indicate
<br /> conditions only at the depths,locations,and times the procedures were performed.Consultant will provide test results and opinions based on tests and
<br /> field observations only for the work tested.Client understands that testing and observation are not continuous or exhaustive,and are conducted to reduce
<br /> -not eliminate-project risk. Client shall cause all tests and inspections of the site, materials,and Services performed by Consultant to be timely and
<br /> properly scheduled in order for the Services to be performed in accordance with the plans, specifications, contract documents, and Consultant's
<br /> recommendations.No claims for loss or damage or injury shall be brought against Consultant by Client or any third party unless all tests and inspections
<br /> have been so performed and Consultant's recommendations have been followed. Unless otherwise stated in the Proposal, Client assumes sole
<br /> responsibility for determining whether the quantity and the nature of Services ordered by Client is adequate and sufficient for Client's intended purpose.
<br /> Client is responsible(even if delegated to contractor)for requesting services,and notifying and scheduling Consultant so Consultant can perform these
<br /> Services. Consultant is not responsible for damages caused by Services not performed due to a failure to request or schedule Consultant's Services.
<br /> Consultant shall not be responsible for the quality and completeness of Client's contractor's work or their adherence to the project documents, and
<br /> Consultant's performance of testing and observation services shall not relieve Client's contractor in any way from its responsibility for defects discovered
<br /> in its work,or create a warranty or guarantee.Consultant will not supervise or direct the work performed by Client's contractor or its subcontractors and
<br /> is not responsible for their means and methods.The extension of unit prices with quantities to establish a total estimated cost does not guarantee a
<br /> maximum cost to complete the Services.The quantities,when given,are estimates based on contract documents and schedules made available at the
<br /> time of the Proposal.Since schedule,performance,production,and charges are directed and/or controlled by others,any quantity extensions must be
<br /> considered as estimated and not a guarantee of maximum cost.
<br /> 14. Sample Disposition, Affected Materials, and Indemnity. Samples are consumed in testing or disposed of upon completion of the testing
<br /> procedures(unless stated otherwise in the Services).Client shall furnish or cause to be furnished to Consultant all documents and information known or
<br /> available to Client that relate to the identity, location, quantity, nature, or characteristic of any hazardous waste, toxic, radioactive, or contaminated
<br /> materials("Affected Materials")at or near the site,and shall immediately transmit new,updated,or revised information as it becomes available.Client
<br /> agrees that Consultant is not responsible for the disposition of Affected Materials unless specifically provided in the Services,and that Client is responsible
<br /> for directing such disposition. In no event shall Consultant be required to sign a hazardous waste manifest or take title to any Affected Materials.Client
<br /> shall have the obligation to make all spill or release notifications to appropriate governmental agencies.The Client agrees that Consultant neither created
<br /> nor oontributed to the creation or existence of any Affected Materials conditions at the site and Consultant shall not be responsible for any claims,losses,or
<br /> damages allegedly arising out of Consultant's performance of Services hereunder,or for any claims against Consultant as a generator,disposer,or arranger of
<br /> Affected Materials under federal,state,or local law or ordinance.
<br /> 15. Ownership of Documents. Work product, such as reports, logs, data, notes, or calculations, prepared by Consultant shall remain Consultant's
<br /> property.Proprietary concepts,systems,and ideas developed during performance of the Services shall remain the sole property of Consultant.Files shall
<br /> be maintained in general accordance with Consultant's document retention policies and practices.
<br /> 16. Utilities.Client shall provide the location and/or arrange for the marking of private utilities and subterranean structures.Consultant shall take reasonable
<br /> precautions to avoid damage or injury to subterranean structures or utilities.Consultant shall not be responsible for damage to subterranean structures
<br /> or utilities that are not called to Consultant's attention,are not correctly marked,including by a utility locate service,or are incorrectly shown on the plans
<br /> furnished to Consultant.
<br /> 17. Site Access and Safety. Client shall secure all necessary site related approvals, permits, licenses, and consents necessary to commence and
<br /> complete the Services and will execute any necessary site access agreement. Consultant will be responsible for supervision and site safety measures
<br /> for its own employees, but shall not be responsible for the supervision or health and safety precautions for any other parties,including Client,Client's
<br /> contractors,subcontractors,or ot4r parties p ent at the site.
<br /> Consultant: Te nc. Client: Lustre-Cal
<br /> By: Date: 2/21/2019 By: Date:
<br /> Name/Title: a Department Manager 1 Name/Title: Chris Colbert/
<br /> Addr 8016olden Land Ct,Ste 100 Address: PO Box 439
<br /> Sacramento,CA 95834-2425 Lodi,CA 95240
<br /> Phone: (916)928-4690 Fax: (916)928-4697 Phone: Fax:
<br /> Email: Scott.Gable@terracon.com Email: ccolbertQlustrcal.com
<br /> Page 2 of 2 Rev.4-18
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