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EXHIBIT B
<br />TERMS AND CONDITIONS
<br />HDR Engineering, Inc. Terms and Gonditions
<br />for Gonsulting Seruices
<br />1. STANDARD OF PERFORMANCE
<br />The standard of care for all professional engineering, consulting and related services performed or furnished by
<br />CONSULTANT and its employees under this Agreement will be the care and skill ordinarily used by members of
<br />CONSULTANT's profession practicing under the same or similar circumstances at the same time and in the same
<br />locality. CONSULTANT makes no warranties, express or implied, under this Agreement or otherwise, in connection
<br />with CONSULTANT's services.
<br />2, INSURANCE/INDEMNITY
<br />CONSULTANT agrees to procure and maintain, at its expense, Workers'Compensation insurance as required by statute;
<br />Employer's Liability of $250,000; Automobile Liability insurance of $1,000,000 combined single limit for bodily injury and
<br />property damage covering all vehicles, including hired vehicles, owned and non-owned vehicles; Commercial General
<br />Liability insurance of $1,000,000 combined single limit for personal injury and propeny damage; and Professional Liability
<br />insurance of $1,000,000 per claim for protection against claims arising out of the performance of services under this
<br />Agreement caused by negligent acts, errors, or omissions for which CONSULTANT is legally liable. OWNER shall be
<br />made an additional insured on Commercial General and Automobile Liability insurance policies and certificates of
<br />insurance will be furnished to the OWNER. CONSULTANT agrees to indemnifo OWNER for third party personal injury
<br />and property damage claims to the extent caused by CONSULTANT's negligent acts, errors or omissions. However,
<br />neither Party to this Agreement shall be liable to the other Party for any special, incidental, indirect, or consequential
<br />damages (including but not limited to loss of use or opportunity; loss of good will; cost of substitute facilities, goods, or
<br />services; cost of capital, and/or fines or penalties), loss of profits or revenue arising out of, resulting from, or in any way
<br />related to the Project or the Agreement from any cause or causes, including but not limited to any such damages
<br />caused by the negligence, errors or omissions, strict liability or breach of contract.
<br />3. ESTIMATES
<br />Any estimates of project cost, value or savings provided by CONSULTANT are intended to allow a comparative
<br />evaluation between alternatives and do not constitute a detailed evaluation or prediction of actual project costs, value or
<br />savings. Any such estimates are made on the basis of information available to CONSULTANT and on the basis of
<br />CONSULTANT's experience and qualifications, and represents its judgment as an experienced and qualified professional
<br />engineer. However, since CONSULTANT has no control over the impact of various factors that impact the actual project
<br />cost, value or savings, CONSULTANT does not guarantee that the actual project cost, value or savings will not vary from
<br />CONSULTANT's estimates.
<br />4. CONTROLLING LAW
<br />This Agreement is to be governed by the law of the state where CONSULTANT's services are performed.
<br />5. SUCCESSORS, ASSIGNS AND BENEFICIARIES
<br />OWNER and CONSULTANT, respectively, bind themselves, their partners, successors, assigns, and legal
<br />representatives to the covenants of this Agreement. Neither O\ /NER nor CONSULTANT will assign, sublet, or transfer
<br />any interest in this Agreement or claims arising therefrom without the wriften consent of the other. No third party
<br />beneficiaries are intended under this Agreement.
<br />6, SERVICES AND INFORMATION
<br />O\A/NER will provide all criteria and information pertaining to OWNER's requirements for the project, including design
<br />objectives and conshaints, space, capacity and performance requirements, flexibility and expandability, and any
<br />budgetary limitations. OWNER will also provide copies of any OWNER-furnished Standard Details, Standard
<br />Specifications, or Standard Bidding Documents which are to be incorporated into the project.
<br />O\ /NER will furnish the services of soils/geotechnical engineers or other consultants that include reports and appropriate
<br />professional recommendations when such serviees are deemed necessary by CONSULTANT. The OWNER agrees to
<br />bear full responsibility for the technical accuracy and content of OWNER-furnished documents and services.
<br />ln performing professional engineering, consulting and related services hereunder, it is understood by OWNER that
<br />CONSULTANT is not engaged in rendering any type of legal, insurance or accounting serviees, opinions or advice.
<br />Further, it is the OWNER's sole responsibility to obtain the advice of an attorney, insurance counselor or accountant to
<br />protect the O\A/NER's legal and financial interests. To that end, the OWNER agrees that OWNER or the OWNER's
<br />representative will examine all studies, reports, sketches, drawings, specifications, proposals and other documents,
<br />opinions or advice prbpared or provided by CONSULTANT, and will obtain the advice of an attorney, insurance counselor
<br />or other consultant as the OWNER deems necessary to protect the OWNER's interests before OWNER takes action or
<br />forebears to take aciion based upon or relying upon the services provided by CONSULTANT.
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