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ARTICLE 7.CLIENT'S RESPONSIBILRIES ARTICLE 16.SEVERABILITY
<br /> A. To permit WSN to perfortn the services required hereunder,the CLIENT shall supply,in Any provision or portion thereof in this Agreement which is held to be void or unenforceable
<br /> proper time and sequence,the following at no expense to WSN: under any law shall be deemed stricken and all remaining provisans shall continue to be
<br /> valid and binding between CLIENT and WSN. All limits of liability and indemniGes contained
<br /> 1. Provide access to,and make all provisions for WSN to enter upon publicly or privately in the Agreement shall survive the completion or termination of the F�greement.
<br /> owned property as required to perfortn the work.
<br /> 2. Provide other services,materials,or data as may be set forth in the Letter Agreement
<br /> or any Exhibits attached hereto. ARTICLE 17.PRE-LIEN NOTICE
<br /> Pursuant to the Agreement WSN will be performing services in
<br /> 6. WSN may use any CLIENT provided infortna6on in performing its services. WSN shall be �nnection with improvements of real property and may contract with
<br /> entiUed to rely on the accuracy and completeness of iniormaGon fumished by the CLIENT.If
<br /> WSN finds that any informa6on fumished by the CLIENT is in ertor or is inadequate for its suboonsultants or subcontractors as appropriate to fumish labor,Sklll
<br /> purpose,WSN shall endeavor to no6fy the CLIENT. However,WSN shall not be hekl andlor materials in the performance of the work.Acxordingly,CLIENT
<br /> responsible for any ertors or omissions that may arise as a resutt of erroneous or incomplete is entitled under Minnesota law to the following Notice:
<br /> infortnabon provided by CLIENT.
<br /> ARTtCLE 8.CERTIPICATIONS,GUARANTEES AND WARRANTIES (a) Any person or company supplying labor or materials for this
<br /> WSN shall not be required to sign any documents,no matter by who requested,that wuuld improvement to your property may file a lien against your
<br /> resutt in WSN having to cefity,guarantee or warrant the existence of conditions whose property if that person or company is not paid for its
<br /> existence WSN canrwt asoertain. CLIENT ag2es rat to make resolutan of any dispute with contributions.
<br /> WSN or payment of any artaunt due to WSN in any way con6ngent upon WSN sgning such
<br /> certification.
<br /> (b) Under Minnesota law,you have the right to pay persons who
<br /> ARTICLE 9.INSURANCE supplied labor or materials for this improvement directly and
<br /> WSN shall procure and maintain insurance for protection from daims against it under workers� deduct this amount from our contract price,Of wlthh0ld the
<br /> compensatan acts,daims for damages because of bodily injury including personal injury, amounts due from us until 120 days after completion of the
<br /> sidcness or disease or death of any and all empbyees or of any person other than such improvement unless we give you a lien waiver signed by
<br /> empbyees,and from daims against it for damages because of injury to or destruction of persons who supplied any labor or materials for the
<br /> propeRy including loss of use resulting therefrom.
<br /> improvement and who gave you timely no6ce.
<br /> Also,WSN shall proc;ure and maintain professanal liability insurance for protecfion from daims
<br /> arising oui of perfortnance of pro6essional senrices caused by any negligent act,eRor,or
<br /> omission for which WSN is legalty liade.
<br /> Certificates of insurance will be provided to the CLIENT upon request.
<br /> ARTICLE 10.ASSIGNMENT
<br /> Neither Party to this Agreement shall trans(er,suWet or assgn any rights or duties under or
<br /> interest in this Agreement,including but not limited to monies that are due or monies that may
<br /> be due,without the prior written consent of the other party. Subcontracting to subconsultants,
<br /> nortnaly contemplated by WSN as a generally acoepted business pracbce,shall not be
<br /> considered an assignment for purposes of this Agreement.
<br /> ARTICLE 11. NO THIRD-PARTY BENEFICWRIES
<br /> Nothing contained in this Agreement shall aeate a conVactual rela6onship or a cause of actbn
<br /> by a third-party against either WSN or CLIENT. WSN's services pursuant to this Agreement are
<br /> being peAortned solely for the CLIENT's benefit,and no other paAy or en6ry shafl have any
<br /> daim against WSN because of this Agreement.
<br /> ARTtCLE 12.CORPORATE PROTECTION
<br /> It is intended by the parties to this Agreement that WSN's services in connection with the
<br /> Project shall not subject WSN's individual empbyees,oficers or direclors to any personal legal
<br /> exposure tor the risks associated vvith this Project. Therefo�e,and nohvithstanding anylhing to
<br /> the contrary,CLIENT agrees that as the CLIENT's sole and exck�sive remedy,any daim,
<br /> demand or suit shall be directed andlor asserted only against WSN,a Minnesota corpora6on,
<br /> and not against any of WSN's individual empbyees,officers or directors.
<br /> ARTICLE 13.CONfROLLING LAW
<br /> This Agreement is to be govemed by the laws of the State of Minnesota.
<br /> ARTICLE 14.ASSIGNMENT OF RISK
<br /> In reoogni6on of the relative risks and benefits of the projecl to both the CLIENT and WSN,the
<br /> risks have been allocated such that the CLIENT ag2es,to the fullest ex�nt pertnitted by law,to
<br /> limit the liability of WSN,employees of WSN and sub-consultants,to the CLIENT and to all
<br /> construcGon contractors,subcontractors,agents and assigns on the project fir any and all
<br /> Gaims,losses,cosis,damages of any nature whatscever or daims expenses from any cause or
<br /> causes,so that total aggregate liability of WSN,employees of WSN and sub�onsultants,to all
<br /> those named shaM not exceed WSN's total fee received for services rendered on this project.
<br /> Such daims and puses indude,but are not limited to negligence,professbnal errors or
<br /> omissbns,strict liability,breach of contrad w warranry.
<br /> ARTICLE 15.NON-DISCRIMINATION
<br /> WSN will wmply with the provisions of applicable tederal,state and bcal statutes,ordinances
<br /> and regula6ons pertaining to human rights and nontiisaimination.
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