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building permits. CLIENT agrees to defend, indemnify, and hold HRG, its consultants,
<br />agents, and employees harmless from any and all liability, other than that caused by the
<br />negligent acts, errors, or omissions of HRG, arising out of or resulting from the same.
<br />3. DOCUMENTS
<br />(a) The CLIENT acknowledges HRG's construction documents as instruments of
<br />professional service. Nevertheless, the plans and specifications prepared under this
<br />Agreement shall become the property of the CLIENT upon completion of the work and
<br />payment in full of all monies due to HRG. The CLIENT shall not reuse or make any
<br />modifications to the plans and specifications without the prior written authorization of
<br />HRG. The CLIENT agrees, to the fullest extent permitted by law, to indemnify and hold
<br />HRG harmless from any claim, liability or cost (including reasonable attorneys[] fees
<br />and defense costs) arising or allegedly arising out of any unauthorized reuse or
<br />modifications of the construction documents by the CLIENT or any person or entity that
<br />acquires or obtains the plans and specifications from or through the CLIENT without the
<br />written authorization of HRG.
<br />(b) All computer programs, work product, inventions, patents, copyrights, software, and
<br />other like data developed during the course of the project, are and shall remain the sole
<br />property of HRG.
<br />(c) HRG's liability to CLIENT for any computer programs, software products, or related data
<br />furnished hereunder is limited solely to the correction of residual errors, minor
<br />maintenance, or update(s) as agreed. HRG makes no warranties of any kind, including
<br />any implied warranty of merchantability or of fitness for any particular purpose, or
<br />against infringement, with respect to computer programs, software products, related
<br />data, technical information, or technical assistance provided by HRG under this
<br />Agreement. In no event shall HRG, its officers, agents, or employees be liable under or
<br />in connection with this Agreement under any theory of tort, contract, strict liability,
<br />negligence, or other legal or equitable theory for incidental or consequential damage
<br />relating to any work performed or not performed, services, acts or omissions, computer
<br />programs, software products, or related data furnished hereunder.
<br />(d) Environmental Audit/Site Assessment report(s) are prepared for CLIENT's sole use.
<br />CLIENT agrees to defend, indemnify, and hold HRG, its consultants, agents, and
<br />employees harmless against all damages, claims, expenses, and losses arising out of
<br />or resulting from any reuse of the Environmental Audit/Site Assessment report(s)
<br />without the written authorization of HRG.
<br />4. TERMINATION OR ABANDONMENT. If any portion of the work is terminated or
<br />abandoned by CLIENT, the provisions of this Schedule of Fees and Conditions in regard to
<br />compensation and payment shall apply insofar as possible to that portion of the work not
<br />terminated or abandoned. If said termination occurs prior to completion of any phase of the
<br />project, the fee for services performed during such phase shall be based on HRG's
<br />reasonable estimate of the portion of such phase completed prior to said termination, plus a
<br />reasonable amount to reimburse HRG for termination costs.
<br />5. ATTORNEY FEES. If litigation arises for purposes of collecting fees or expenses due
<br />under this Agreement, the Court in such litigation shall award reasonable costs and
<br />expenses, including attorney fees, to the party justly entitled thereto. In awarding attorney
<br />fees, the Court shall not be bound by any Court fee schedule, but shall, in the interest of
<br />justice, award the full amount of costs, expenses, and attorney fees paid or incurred in good
<br />faith.
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