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<br />LAW
<br />
<br />LAWGIBB Group Member~
<br />
<br />J
<br />
<br />(Rev. 4/99)
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<br />PROPOSAL ACCEPTANCE SHEET
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<br />Project Name NEW CITY HALL POLICE STATION, POST OFFICE AND PARKING GARAGE
<br />Project Location SR-826 AT US AlA; SUNNY ISLES BEACH, FLORIDA
<br />Proposal No. and Date 7491-SF 9/29/99 LAW Branch Location MIAMI
<br />
<br />CLIENT
<br />Name CITY OF SUNNY ISLES BEACH, FLORIDA
<br />Address 17070 COLLINS AVENUE. STE. 250
<br />SUNNY ISLES BEACH.. FLORIDA Zip Code 33160
<br />Address Billing to SAME AS ABOVE
<br />
<br />Attention MR. JOSE VERA
<br />
<br />Phone Number
<br />FAX
<br />
<br />305-947-0606
<br />305-949-3113
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<br />TERMS AND CONDITIONS
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<br />I. SERVICES TO BE PROVIDED. Law Engineering and Environmental Services, Inc. ("LAW") is an independent consultant and agrees to provide Client, for its sole benefit
<br />and exclusive use, the consulting services ("Services") set forth in the proposal referenced above ("Proposal"), which is incorporated by reference. There are no third party beneficiaries to
<br />this Agreement.
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<br />2. PAYMENT TERMS. Client agrees to pay LAW's invoice upon receipt. If payment is not received within 30 days from the date of LA W's invoice, Client agrees to pay the
<br />greater of I % per month or the allowable legal rate on the past due amount, plus reasonable attorney's fees and expenses. LAW may suspend services if payment of any invoiced amount
<br />not reasonably in dispute is not received by LAW within 60 days of Client's receipt of LAW's invoice. Client receipt of invoice will be presumed three days after mailing with adequate
<br />first c lass postage attached.
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<br />3. STANDARD OF CARE. LAW will perform its services using that degree of skill and care ordinarily exercised under similar conditions by reputable members of LA W's
<br />profession practicing in the same or similar locality at the time the services are performed. NO OTHER WARRANTY, EXPRESS OR IMPLIED, IS MADE OR INTENDED.
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<br />4. INSlIRAl"lCE. LAW maintains the following insurance coverage:
<br />a. Worker's Compensation Insurance - statutory amount.
<br />b. Commercial General Liability Insurance - $2,000,000 per occurrencel$3,000,000 aggregate.
<br />c. Automobile Liability Insurance- $2,000,000 combined single limit.
<br />d. Professional Errors & Omissions - $ 1,000,000 per clainv'$2,ooo,000 aggregate.
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<br />5. SAMPLE AN'D WASTE DISPOSAL. Samples generally are consumed or altered during testing and are disposed of immediately upon completion of tests. If Client wishes
<br />LAW to retain any samples, at Client's written request, LAW will use its best efforts to retain preservable samples or the residue therefrom but only for a mutually acceptable time and for
<br />an additional charge. LAW reserves the right to refuse storage of any samples. Client agrees that LAW is not responsible or liable for loss of samples retained in storage. If Client requests
<br />LAW to containerize drilling wastes and/or tluids produced by LAW's activity ("Wastes"), Client will provide a secure storage location at or near the project site to prevent tampering with
<br />the Wastes. Non-hazardous Wastes will be disposed of by LAW for an additional charge at an appropriately licensed facility.
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<br />In the event that Samples or Wastes contain asbestos, toxic or hazardous constituents ("Contaminants"), LAW will either: 1) retum the Samples or Wastes to Client for proper disposal; or
<br />2) using a manifest signed by Client as generator and for an additional fee, have the Samples or Wastes transported to a location selected by Client for final disposal. Client agrees to pay
<br />all costs associated with the storage, transport, and disposal of Samples and Wastes. Client recognizes and agrees that LAW is acting as a bailee and at no time assumes title, constructive
<br />or express, to such Samples or Wastes.
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<br />6. ENVIRONMENTAL INDEMNITY. To the maximum extent permitted by applicable law, Client shall defend, indemnify and hold LAW harmless from any suit or claim for
<br />damages, losses, penalties, fines, settlements, judgments, costs and attomeys fees, including personal injury ("Losses") related to or arising from exposure to or release of Contaminants at
<br />or from the site before, during or after the Services, unless such losses are determined to have been caused by LAW's negligence.
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<br />7. DOCUMENTS. All documents generated by LAW under this Agreement ("Work Product"), shall be LAW's sole property. LAW will furnish Client the agreed upon
<br />number of written reports and supporting documents for Client's exclusive internal use and reliance and for regulatory submittal in connection with the project or Services. Client
<br />agrees that under no circumstances shall any Work Product be distributed to any third parties, be published, used in advertising, or be reused at any location or for any project not
<br />expressly provided for in this Agreement without LAW's prior written permission. Any unauthorized use or distribution of LAW's Work Product shall be at Client's and recipient's
<br />sole risk and without liability to LAW. Client agrees to indemnify and hold LAW harmless from any unauthorized use or distribution of LAW's Work Product, including attorney's
<br />fees and costs.
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<br />If Client wishes to distribute LAW's Work Product to any third party not described above, or for any third party to rely on LAW's Work Product, Client and the third party must
<br />first contact LAW and execute LAW's Standard Secondary Client Agreement. Reports provided for disclosure of information only will not require a separate agreement. LAW makes
<br />no representation as to the suitability of LA W's report for the third party's purposes. Client acknowledges that LAW's report(s) retlects conditions only at the time of the study and may
<br />not retlect conditions at a later time. Client acknowledges that any request for LAW to release its Work Product to a third party creates a potential contlict of interest and agrees that
<br />its request for LAW to release any Work Product to a third party shall serve as a waiver of any contlict of interest.
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<br />Client agrees that all Work Product furnished to Client or Client's agents or designees, if not paid for or if improperly used, published or distributed will be returned upon demand and will
<br />not be used for any purpose whatsoever. LAW may retain a file copy of its Work Product and related documents, including Client-provided documents.
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<br />Upon Client's request, LAW's Work Product may be provided on electronic media; however, the written copy retained by LAW in its files shall be the official base document. LAW makes
<br />no warranty or representation that the electronic copy is accurate or complete. Any modifications of the electronic copy by Client shall be at Client's sole risk and without liability to LAW.
<br />The electronic copy is subject to all conditions of this Agreement.
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<br />8. L1l\1IT A nON OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, AND FOR ADDITIONAL CONSIDERATION FROM LAW OF
<br />$ 10.00, THE RECEIPT AND SUFFICIENCY OF WHICH IS ACKNOWLEDGED, CLIENT AGREES 1HA T LAW'S LIABILITY, AND 1HA T OF ITS OFFICERS, DIRECTORS,
<br />EMPLOYEES, AGENTS AND SUBCONTRACTORS. TO CLIENT, ANY SECONDARY CLIENTS OR ANY THIRD PARTY DUE TO LAW'S BREACH OF CONTRACT OR
<br />NEGLIGENT PROFESSIONAL ACTS. ERRORS OR OMISSIONS WILL BE LIMITED TO AN AGGREGATE OF $50,000 OR THE TOTAL FEES PAID BY CLIENT TO LAW
<br />UNDER THE PROPOSAL, WHICHEVER IS GREATER.
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<br />PAS. RevUe<! by MCS 4/t9/99
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