<br />EXHIBIT A
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<br />M-E ENGINEER'S TERMS AND CONDITIONS
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<br />The foHowing Terms and Conditions and the initials required below are a part of this Agreement.
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<br />M-E Engineers, Inc. shall perform the services outlined in this agreement for the stated fee arrangement.
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<br />Access To Site:
<br />Unless otherwise stated, M-E Engineers will have access to the site for activities necessary for the performance of the services. M-E Engineers wi\1
<br />take precautions to minimize damage due to these activities, but has not included in the fee the cost ofrestoration of any resulting damage.
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<br />Dispute Resolution:
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<br />BillinglPayments:
<br />Invoices for M-E Engineer's services shall be submitted, at M-E Engineer's option, either upon completion of such services or on a monthly basis.
<br />Invoices shall be payable within 30 days after the invoice date. If the invoice is not paid within 60 days, M-E Engineers may, without waiving any
<br />claim or right against the Client, and without liability whatsoever to the Client, terminate the performance of the service.
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<br />Late Payments:
<br />Accounts unpaid 60 days after the invoice date may be subject to a monthly service charge of 1.5% (or the legal rate) on the then unpaid balance. In
<br />the event any portion or all of an account remains unpaid 90 days after bi\1ing, the Client shall pay all costs of coHection, including reasonable
<br />attorney's fees.
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<br />Indemnification:
<br />The Client shall, to the fullest extent permitted by law, indemnify and hold harmless M-E Engineers, his or her officers, directors, employees, agents
<br />and sub-consultants from and against all damage, liability and cost, including reasonable attorney's fees and defense costs, arising out of or in any
<br />way connected with the performance by any of the parties above named of the services under this agreement, excepting only those damages,
<br />liabilities or costs attributable to the sole negligence or willful misconduct ofM-E Engineers.
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<br />Certifications:
<br />Guarantees and Warranties: M-E Engineers shaH not be required to execute any document that would result in its certifying, guaranteeing or
<br />warranting the existence of conditions whose existence M-E Engineers cannot ascertain.
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<br />Limitation of Liability:
<br />in.pee9gHiti9A..Dfthe rel~ti'/ll risles, t:e"'\url~ ,,"rI hen..fit~.DfJb.@1hvj(;d to Dvtl..-tnc Glient lInd 1\1 L LRgiRellf9, tile rigkg h"J(1" h~~A allQtit;g ~t1.::h tI,M--
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<br />Verification of Existing Conditions Clause:
<br />Inasmuch as the remodeling and/or rehabilitation of an existing building requires that certain assumptions be made regarding existing conditions, and
<br />because some of these assumptions may not be verifiable without expending additional sums of money or destroying otherwise adequate or
<br />serviceable portions of the building, (the Client) agrees that, except for the sole negligence on the part ofM-E Engineers, Inc., (the Client) agrees to
<br />indemnify and hold M-E Engineers, Inc. harmless from any claims, liability or cost (including the costs of defense) arising or allegedly arising out of
<br />the professional services provided under this agreement.
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<br />Termination of Services:
<br />This agreement may be terminated by the Client or M-E Engineers should the other fail to perform its obligations hereunder. In the event of
<br />termination, the Client shall pay M-E Engineers for all services rendered to the date of termination, all reimbursable expenses, M8 r8i~"'I\:i\l~I~
<br />-&eFn.illa:t;vll "'^i-'''''1I.:f~ ~S
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<br />Ownership of Documents:
<br />All documents produced by M-E Engineers under this agreement shall remain the property of M-E Engineers and may not be used by the Client for
<br />any other endeavor without the written consent ofM-E Engineers.
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<br />M-E ENGINEERS. INC,
<br />10055 W. 43RD AVENUE
<br />WHEAT RIDGE. CO 80033
<br />PH: (303) 421-6655' FAX: (303) 421-0331
<br />
<br />DENVER
<br />COLORADO SPRINGS
<br />LOS ANGELES
<br />VAIL
<br />LONDON
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