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Consultant will name the Client as additional insured on
<br />Consultant's commercial general liability insurance.
<br />4.3 Successors and Assigns
<br />4.3.1 Client and Consultant each binds itself and
<br />its partners, successors, executors, administrators,
<br />assigns, and legal representatives to the other parry to this
<br />Agreement and to the partners, successors, executors,
<br />administrators, assigns, and legal representatives of such
<br />other party, in respect to all covenants, agreements, and
<br />obligations of this Agreement.
<br />4.3.2 Neither Consultant nor Client shall assign or
<br />transfer any rights under or interest in (including, butwithout
<br />limitation, moneys that may become due or moneys that are
<br />due) this Agreement without the written consent of the other
<br />party, except as stated in paragraph 4.3.1 and except to the
<br />extent that the effect of this limitation may be restricted by
<br />law. Unless specifically stated to the contrary in any written
<br />consent to an assignment, no assignment will release or
<br />discharge the assignor from any duty or responsibility under
<br />this Agreement. Nothing contained in this paragraph shall
<br />prevent Consultant from employing such independent
<br />consultants, associates, and subconsultants as it may
<br />deem appropriate to assist in the performance of services
<br />hereunder.
<br />4.3.3 Nothing herein shall be construed to give any
<br />rights or benefits hereunder to any one other than Client
<br />and Consultant except as otherwise provided herein.
<br />4.4 Compliance with Law
<br />4.4.1 Consultant shall exercise the professional
<br />standard of care to comply with, and cause its
<br />subconsultants to comply with, applicable Federal, state,
<br />and local laws, orders, rules, and regulations in effect at the
<br />time services are rendered, and relating to the performance
<br />of the services Consultant is to perform under this
<br />Agreement. If the Scope of Services requires Consultant to
<br />prepare an application for a permit, Consultant does not
<br />represent or warrant that said permit or approval will be
<br />issued by any governmental body.
<br />4.4.2 Neither the Consultant nor the Consultant's
<br />agents or employees shall discriminate against any
<br />employee or applicant for employment to be employed in
<br />the performance of this Agreement with respect to hiring,
<br />tenure, terms, conditions, or privileges of employment,
<br />because of race, color, religion, sex, or national origin.
<br />4.5 Ownership and Reuse of Documents
<br />4.5.1 All drawings, specifications, test reports, and
<br />other materials and work products which have been
<br />prepared or furnished by Client prior to this Agreement shall
<br />remain Client's property. Consultant shall be permitted to
<br />rely on Client furnished documents and Client shall make
<br />available to Consultant copies of these materials as
<br />necessary for the Consultant to perform the services
<br />requested hereunder.
<br />4.5.2 All drawings, specifications, test reports, and
<br />other materials and work products, including computer
<br />aided drawings, designs, and other data filed on electronic
<br />media which will be prepared or furnished by Consultant
<br />(and Consultant's independent professional associates and
<br />subconsultants) under this Agreement, are instruments of
<br />City of Paris, TX Consulting Svcs Agmmt
<br />December 2020
<br />service in respect to the Project and Consultant shall retain
<br />an ownership and property interest therein whether or not
<br />the Project is completed. Client may make and retain
<br />copies for information and reference in connection with the
<br />use and the occupancy of the Project by Client and others;
<br />however, such documents are not intended or represented
<br />to be suitable for reuse by Client or others acting on behalf
<br />of Client on extensions of the Project or on any other
<br />project. Further, Consultant makes no warranty as to the
<br />compatibility of computer data files with computer software
<br />and software releases other than that used by Consultant
<br />in performing services herein, and to the condition or
<br />availability of the computer data after an acceptance period
<br />of thirty (30) days from delivery to Client. Any reuse without
<br />written verification or adaptation by Consultant for the
<br />specific purpose intended will be at Client's sole risk and
<br />without liability or legal exposure to Consultant or to
<br />Consultant's independent professional associates or
<br />subconsultants, and Client shall indemnify and hold
<br />harmless Consultant and Consultant's independent
<br />professional associates and subconsultants from all claims,
<br />damages, losses, and expenses including attorneys' fees
<br />arising out of or resulting therefrom. Any such verification
<br />or adaptation will entitle Consultant to further compensation
<br />at rates to be agreed upon by Client and Consultant.
<br />4.6 Consultant's Personnel at Project Site
<br />4.6.1 The presence or duties of the Consultant
<br />personnel at a Project site, whether as onsite
<br />representatives or otherwise, do not make the Consultant
<br />or its personnel in any way responsible for those duties that
<br />belong to the Client and/or the construction contractors or
<br />other entities, and do not relieve the construction
<br />contractors or any other entity of their obligations, duties,
<br />and responsibilities, including, but not limited to, all
<br />construction methods, means, techniques, sequences, and
<br />procedures necessary for coordinating and completing all
<br />portions of the construction work in accordance with the
<br />project documents and any health or safety precautions
<br />required by such construction work. The Consultant and its
<br />personnel have no authority to exercise any control over
<br />any construction contractor or other entity or their
<br />employees in connection with their work or any health or
<br />safety precautions and have no duty for inspecting, noting,
<br />observing, correcting, or reporting on health or safety
<br />deficiencies of the construction contractor or other entity or
<br />any other persons at the site except Consultant's own
<br />personnel.
<br />4.6.2 To the extent Consultant's Scope of Work
<br />includes construction observation, the Consultant shall
<br />keep the Owner reasonably informed about the progress
<br />and quality of the portion of the Work completed, and report
<br />to the Owner (1) known deviations from the Contract
<br />Documents and from the most recent construction schedule
<br />submitted by the Contractor, and (2) defects and
<br />deficiencies observed in the Work. Consultant neither
<br />guarantees the performance of the contractor(s) nor
<br />assumes responsibility for contractor(s)' failure to perform
<br />their work in accordance with the project documents.
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