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<br />6.0 STANDARD OF CARE
<br />6.1 In performing services, Consultant agrees to exercise professional judgment, made on the basis of the information available to
<br />Consultant, and to use the same standard of care and skill ordinarily exercised in similar circumstances by consultants performing
<br />comparable services in the region. This standard of care shall be judged as of the time and place the services are rendered, and not
<br />according to later standards. The expiration date of this standard of care is one (1) year from the date of completion of the services.
<br />Reasonable people may disagree on matters involving professional judgment and, accordingly, a difference of opinion on a question of
<br />professional judgment shall not excuse Client from paying for services rendered or result In liability to Consultant.
<br />6.2 If any failure to meet the foregoing standard of care appears during one year from the date of completion of the service and
<br />Consultant is promptly notified thereof in writing, Consultant will at its option and expense re -perform the nonconforming services or
<br />refund the amount of compensation paid to Consultant for such nonconforming services. In no event shall Consultant be required to bear
<br />the cost of gaining access In order to perform Its standard of care obligations.
<br />THE FOREGOING STANDARD OF CARE IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER WRITTEN, ORAL, IMPLIED OR
<br />STATUTORY, INCLUDING ANY WARRANTY OF MERCHANTABILITY. CONSULTANT DOES NOT WARRANT ANY PRODUCTS OR SERVICES OF
<br />OTHERS DESIGNATED BY CLIENT.
<br />7.0 INSURANCE
<br />Consultant will procure and maintain insurance as required by law. At a minimum, Consultant will have the following coverage:
<br />(a) Workers' compensation and occupational disease insurance in statutory amounts.
<br />(b) Employer's liability Insurance In the amount of $1,000,000.
<br />(c) Automotive liability in the amount of $1,000,000.
<br />(d) Comprehensive General Liability Insurance for bodily injury, death, or loss of or damage to property of third persons in
<br />the amount of $1,000,000 per occurrence, $2,000,000 in the aggregate.
<br />(e) Professional errors and omissions insurance in the amount of $1,000,000.
<br />8.0 INDEMNITY
<br />8.1 Each Parry will indemnify the other Party, Its officers, directors and employees from and against any claims, costs, liabilities or
<br />expenses, including reasonable attorneys' fees, to the extent caused by the negligent or reckless acts or willful misconduct of the
<br />indemnifying Party in connection with the services hereunder.
<br />8.2 Notwithstanding the foregoing, in the event that Consultant performs intrusive groundwork as part of the Scope of Work, Client
<br />shall indemnify Consultant from and against any and all claims, costs, liabilities or expenses, including reasonable attorneys' fees,
<br />resulting from, or arising out of, damages to subsurface or underground utilities or structures, Including but not limited to, gas,
<br />telephone, electric, water or sewer utilities whose locations were not designated or identified to Consultant prior to the
<br />commencement of any subsurface investigation or cleanup, including but not limited to, excavation, drilling, boring, or probing
<br />required to be conducted by Consultant as part of site investigation, characterization or remediation services.
<br />8.3 To the extent the Scope of Work or any request for services under this Agreement requires Consultant to communicate (e.g.,
<br />perform interviews) with any third party including, but not limited to, owners of off-site locations, former employees, current
<br />employees or governmental authorities, Consultant shall so inform Client. Client will indemnify Consultant from any claims, costs,
<br />liabilities, or expenses, Including reasonable attorneys' fees to the extent arising from claims of breach of confidentiality, waiver of
<br />privilege or otherwise, associated with any such communications.
<br />9.0 ALLOCATION OF RESPONSIBILITY
<br />9.1 Consultant shall be liable to Client only for direct damages to the extent caused by Consultant's negligence or willful misconduct in
<br />the performance of its services. UNDER NO CIRCUMSTANCES SHALL CONSULTANT BE LIABLE FOR INDIRECT, CONSEQUENTIAL, SPECIAL OR
<br />EXEMPLARY DAMAGES, OR FOR DAMAGES CAUSED BY CLIENT'S FAILURE TO PERFORM ITS OBLIGATIONS. To the fullest extent permitted
<br />by law, the total liability in the aggregate of Consultant and its employees, subcontractors or suppliers to Client and anyone claiming by,
<br />through or under Client on all claims of any kind (excluding claims for death or bodily Injury) arising out of or in any way related to
<br />Consultant's services, or from any cause or causes whatsoever, including but not limited to negligence, errors, omissions, strict liability,
<br />Indemnity or breach of contract, shall not exceed the total compensation received by Consultant under this agreement, or the total amount
<br />of $50,000, whichever is greater. All such liability shall terminate on the expiration date of the Standard of Care period specified In Section
<br />6.
<br />9.2 If Consultant furnishes Client with advice or assistance concerning any products, systems or services which is not required under the
<br />Scope of Work or any other contract among the parties, the furnishing of such advice or assistance will not subject Consultant to any liability
<br />Proposal Number 448925.9990, Revision 1
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