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GENERAL TERMS AND CONDITIONS
<br /> Client may initiate a change by advising Contractor in writing Contractor shall promptly prepare
<br /> and forward to Client a cost estimate of the changes which shall include, among other things, a
<br /> proposed adjustment to the scope of work, and Contractor's schedule of compensation, project
<br /> schedule or other obligations of Contractor applicable thereto Client shall advise Contractor in writing
<br /> of its approval or disapproval of the change, and if approved Contractor shall perform work as
<br /> changed Contractor may initiate changes by advising Client in writing of the proposed change
<br /> The Parties will negotiate without delay and agree in good faith the effect on, and adjustments to, the
<br /> schedule and compensation for changes requested by either party
<br /> D FORCE MAJEURE Any delays in or failure of performance by Contractor shall not constitute a
<br /> default under this Agreement if such delays or failures of performance are caused by occurrences
<br /> beyond the reasonable control of Contractor, including but not limited to acts of God or the public
<br /> enemy, expropriation or confiscation, compliance with any order of any governmental authority,
<br /> interference or interruption of work by Client or others, changes in law, act of war, terrorism, rebellion
<br /> or sabotage or damage resulting therefrom, fires, floods, explosion, release of toxic substances,
<br /> heavy seas, accidents, riots, delays in permitting, or any other causes, whether similar or dissimilar,
<br /> which are beyond the reasonable control of Contractor In the event such occurrence impacts
<br /> Contractor's obligations hereunder or causes Contractor to incur additional costs, Contractor's
<br /> obligations shall be equitably adjusted and it shall be entitled to reimbursement for such additional
<br /> costs
<br /> E TAXES Except for social security and income taxes imposed on Contractor, Client shall accept
<br /> exclusive liability for, and pay assessments, taxes, excise, imposition, licenses and fees (including
<br /> interest or penalties, if any) levied, assessed, or imposed upon or on account of the execution of the
<br /> Services or on the materials therefor or on the manufacture, storage, sale use, transportation,
<br /> inspection or delivery of materials therefor
<br /> F WARRANTIES
<br /> 1 For professional services, Contractor warrants that it will perform the Services in
<br /> accordance with the standards of care and diligence normally practiced by recognized
<br /> environmental firms performing Services of a similar nature Contractor shall properly perform, at
<br /> the written request of Client at any time within a one (1) year period after completion of the
<br /> Services, all corrective professional Services within the original scope of Services necessary to
<br /> conform to the foregoing warranty All costs incurred by Contractor in performing such corrective
<br /> services shall be at Contractor's cost but shall not exceed the value of Contractor's Services
<br /> performed pursuant to the original scope of Services
<br /> 2 For procurement services, Contractor shall, for the protection of Client, demand from all
<br /> vendors and subcontractors fro,^which Contractor may ay procure equipment, mater pais, or services
<br /> guarantees with respect to such equipment, materials, and services, which shall be made
<br /> available to Client to the full extent of the terms thereof Contractor's liability with respect to such
<br /> equipment and materials obtained from vendors or services from subcontractors, shall be limited
<br /> to procuring guarantees from such vendors or subcontractors and rendering all reasonable
<br /> assistance to Client for the purpose of enforcing the same on a cost reimbursable basis
<br /> 2
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