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ARTICLE 12.RE�UESTS FOR INFORMATION(RFI) ARTICLE 19. NO THIRD�PARTY BENEFICIARIES
<br /> If included in the scope of services,WSN will provide,with reasonaWe promptness,written Nothing contained in this P�qreement shall create a conVactual rela6onship or a cause of
<br /> responses to requests from any contractor for darificaGon,interpreta6on or infortnatbn on the ac6on by a third�arty against either WSN or CLIENT. WSN's services pursuant to this
<br /> requirements of the Contract Documents. If Contractors RFI's are,in WSN's professional Agreement are being perfortned solety(or fhe CLIENT's benefil,and no other party or entlty
<br /> opinion,for infortnation readily apparent from reasonable observaGon of field conditbns or shall have any claim against WSN because of this Agreement.
<br /> review of the Contract Documents,or are reasonably inferaMe therefrom,WSN shall be entitled
<br /> to compensation for AddiGonal Services for WSN's time in responding to such requests.
<br /> CLIENT may wish to make the Contractor responsiWe to the CLIENT for ali such charges for ARTICLE 20.CORPORATE PROTECTION
<br /> additional services as described in this article. It is intended by the parties to ihis Agreement that WSN's services in connection with the
<br /> Project shall not subject WSN's individual empbyees,officers or directors to any personal
<br /> legal exposure for the risks associated with ihis Project. Therefore,and noivvithstanding
<br /> ARTICLE 13.CONSTRUCTION OBSERVATION anything to the contrary,CLIENT agrees Ihat as the CLIENT's sole and exclusive remedy,
<br /> If included in the scope of services,WSN will make site visits as specified in the soope of any claim,demand or suit shall be directed and/or asserted only against WSN,a Minnesota
<br /> services in order to observe the progress of the Work completed. Such site visits and corpora6on,and not against any of WSN's individual empbyees,officers or directors.
<br /> observafions are not intended to be an exhausbve chedc or detailed inspecbon,but rather are to
<br /> allow WSN to become generally familiar with the Work. WSN shall keep CLIENT infom�ed
<br /> about the progress of the Work and shall advise the CLIENT about observed defidenaes in the ARTICLE 21.CONTROLLING LAW
<br /> Work. WSN shall not supervise,direct or have control over any Coniractor's work,nor have This P�reement is to be govemed by the laws of Me State of Minnesota.
<br /> any responsibility for the construcfwn means,methods,techniques,sequences or piocedures
<br /> selected by the ConVactor nor for the Contractors safely precautions or programs in connec6on
<br /> with the Work. These rights and responsibili6es are solely those of the Contrador. WSN shall ARTICLE 22.ASSIGNMENT OF RISK
<br /> not be responsibie for any acts or anissions of any Contractor and shall not be responsible for In rec�gnition of ihe relative risks and benefits of the project to both the CLIENT and WSN,
<br /> any Contractor's failure to perform the Work in accordance with the Contract Documents or any the risks have been albcated such that the CLIENT agrees,lo the fullest extent pertnitted by
<br /> applicable laws,codes,regulations,or industry standards. law,to limit the liability of WSN,empbyees of WSN and sub�onsultants,to the CLIENT and
<br /> to all constniction contradors,subcontractors,agents and assigns on the project for any and
<br /> If construdion observatan services are rwt included in the scope of services,CLIENT assumes all daims,losses,costs,damages of any nature whatscever or claims expenses(rom any
<br /> all responsibility for interpreta6on of the Contract Documenis and for construction observation, cause or causes,so that total aggregate liabiliry of WSN,employees of WSN and sub-
<br /> and the CLIENT waives any claims against WSN that are connected with the performance of consuRants,to all those named shatl not exceed WSN's total fee received for services
<br /> such services. rendered on this project. Such daims and causes include,but are not limited to negligence,
<br /> professional errors or omissions,strict liability,breach of contract or warranty.
<br /> ARTICLE 14.BETTERMENT
<br /> If,due to WSN's negligence,a required item or componeni of the Project is omiried(rom the ARTICLE 23.NON-DISCRIMINATION
<br /> constructbn documenLs,WSN shall not be 2sponsible for paying the cost required to add such WSN will comply with the provisions of applicable federal,state and bcal statutes,
<br /> item or component to the extent that such item or component woukl have been required and orclinances and regulations pertaining to human rights and non�liscrimination.
<br /> included in the original construc6on documents. In no event,will WSN be responsible for any
<br /> cost or expense that provides bettertnent or upgrades or enhances the value of the Project.
<br /> ARTICLE 24.SEVERABILRY
<br /> Any provision or portion thereof in this Agreement which is held to be void or unenforceabie
<br /> ARTICLE 15.CERTIFICATIONS,GUARANTEES AND WARRANTIES under any law shall be deemed sUidcen and all remaining provisans shall continue to be
<br /> WSN shall not be required to sign any documents,no matter by who requested,that would valid and binding between CLIENT and WSN. All limits of liabiliry and indemnities contained
<br /> result in WSN having to certify,guarantee or warrant the existence of condi6ons whose in the Agreement shall survive the completion or tertnination of the Agreement.
<br /> existence WSN cannot ascertain. CLIENT agrees not to make resolution of any dispute with
<br /> WSN or payment of any amount due to WSN in any way contingent upon WSN sgning such
<br /> ceRificaGon.
<br /> ARTICLE 25.PRE•LIEN NOTICE
<br /> ARTICLE 16. CONiINGENCY FUND Pursuant to the Agreement WSN will be performing seroices in
<br /> CLIENT and WSN agrce that certain increased costs and changes may be required because of �nnection with improvements of real property and may contract with
<br /> possible omissions,ambiguities or inconsistendes in the plans and specificatbns prepared by subconsultants or subcontractors as appropriate to fumish labor,Sklll
<br /> wsN,and therefore,that the final construdion cost of the Project may exceed the bids,oor,aa�t and/or materials in the performance of the work.Acxordingly,CLI ENT
<br /> amount or estimated construction cost. CLIENT agrees to set aside a reserve in the amount of is entitled under Minnesota law to the followin NOtIC2:
<br /> 5/o of the Project construct costs as a conGngency to be used,as required,to pay for any such 9
<br /> increased costs and changes. CLIENT further agrees to make no claim by way of direct or
<br /> third-party adion against WSN with respect to any inaeased costs within the contirgency (a) Any person or company supplying labor or materiais for this
<br /> because of such changes or because of any daims made by any Contrador relating to such im rovement to our ro ma file a lien a amst our
<br /> cnanges. P Y P Pe�Y Y 9 � Y
<br /> prope�ty if that person or company is not paid for its
<br /> contributions.
<br /> ARTICLE 17.INSURANCE
<br /> WSN shall procure and maintain insurance for protection from daims against it under workers'
<br /> compensation acts,daims for damages because of bodily injury including personal injury, (b) Under Minnesota law,you have the right to pay persons who
<br /> sickness or disease or death of an y and all employees or of any person other than such supplied labor or materials for this improvement directly and
<br /> empbyees,and from claims against it for damages because of injury to or destruction of deduct this amount from our contract price,or withhold the
<br /> property including loss of use resulting iherefrom.
<br /> amounts due from us until 120 days after completion of the
<br /> Also,WSN shall procure and maintain proTessanal liability insurance for protectbn from claims improvement unless we give you a lien waiver signed by
<br /> arising out of performance of professional services caused by any negligent act,ertor,or �Of1S Wh0 SU lied an labor or materials for the
<br /> omissbn for which WSN is legally liable. � PP y
<br /> improvement and who gave you timely notice.
<br /> Cerbficates of insurance will be provided to the CLIENT upon request.
<br /> ARTICLE 18.ASSIGNMENT
<br /> Neither Party to ihis Agreement shall trans(er,sublet or assign 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. SubconUading to subconsultants,
<br /> nortnally contemplated by WSN as a generally accepted business practice,shall not be
<br /> considered an assignment for purposes of this Agreement.
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