Environmental Inspection - DMG, Inc. - 2015-12-18 DMG,Inc
D 2618 San Miguel Dr.,ste 290
M Newport Beach,CA 92660
IG Ph. 949-825-7786, Efax: 949-625-9777
Environmental Sciences&Inspection Services www.DMGinsDcctions.com
December 28, 2015
Costa Mesa Sanitary District
Scott Carroll Care of:Wendy Davis
628 W. 19th Street
Costa Mesa, CA 92627
949.645.8400/ wdavis@crosdca.gov; scarroll@cmsdca.gov
RE: Building Inspection and 1527-13 Phase I Environmental Site Assessment located at 290 Paularino Ave Costa Mesa,
CA, 92626
Dear Scott Carroll:
This letter and the attached General Conditions (the"Agreement") will set forth the agreement by and between DMG, Inc.
(hereinafter "CONSULTANT") and for Costa Mesa Sanitary District (Hereinafter called "CLIENT") in connection with
CONSULTANT's services (the "Services") consisting of a Building Inspection and 1527-13 Phase I Environmental Site
Assessment at the property located at 290 Paularino Ave, Costa Mesa, CA 92626(hereinafter called "the Project").
SCOPE OF WORK:
BUILDING INSPECTION
• Conduct a site visit
• Evaluate the building and site of deferred conditions
• Written comprehensive photographic digital report.
• Report Completed within 24-48 hours of site inspection.
All DMG reports are delivered in a digital pdf. file. Printed, bound & mailed copies can be provided upon request for an
additional fee. Fees will vary based on the number of pages,color copies&binding preferences.
Building & Site Inspection Services
DMG's Comprehensive Commercial Real Estate Building Inspection visually observes and identifies the physical condition
and surrounding site of deferred conditions for pre-acquisition and due diligence service. Each report includes written and
photographic notation of deferred conditions and recommends appropriate trades when further evaluation is needed.
Photographic written report includes the following categories:
✓ Structure
✓ Electrical
✓ Heating/Air Conditioning
✓ Ventilation
✓ Plumbing
✓ Roofing
• Interior
✓ Exterior
Audit of the following installations:
✓ Roofing membrane: Including soffits,flashing
✓ Parking lot: Potential for paving deterioration
✓ Offices: Condition of architectural finishes
✓ Structural components: Foundation, Floor, Walls, Ceiling& Roof Structure
✓ Interior: Components:Windows, doors, stairs,flooring, wall coverings
✓ Exterior: Walls, doors, windows, woodwork, decks, grading, sidewalks, parking lots, retaining walls, fence,
signage
Confidential 12/28/2015 Page 1 of 9 initials otke
DMG, Inc.
D 2618 San Miguel Dr.,ste 290
M Newport Beach,CA 92660
'Ci Ph. 949-825-7786,Sfax: 949-625-9777
Environmental Sciences grinspection Services
waw.DMGinspcctions.com
✓ Heating&Air Conditioning equipment
/ Electrical: Main Panel,Auxiliary Panels, Outlets, Switches, Lighting, Fixtures
✓ Plumbing:Water Supply Source,Waste, Vent Piping, Fixtures, Water Heater, Condition of fixtures
Excludes:
— Investigative work such as:
— ADA Compliance, Building Code Requirements, Building Violations, Building Permits, As Built
Drawings Review, Historical Documentation, Legal Documentation of any kind or Past
Engineering or Contracting methodologies, plans or remedies, etc.
— Fire Sprinkler Systems,
— Invasive testing,
— Landscaping& Irrigation systems,
— Sump pumps and all underground equipment,
— Conditions in inaccessible areas, i.e. interior space between roof decks and acoustical drop ceilings
— We do not pop open ceiling tiles
— Crawl Spaces and Attics
— Termite investigation,
— No warranty is either expressed or implied.
DMG is not responsible for conditions in inaccessible areas. If there is no access provided by the CLIENT to the roof
or any other section of the building or if DMG's inspector deems those areas to be unsafe to enter, then those areas
will not be inspected.
This report is not an insurance policy, nor a warranty service, in the event of an oversight, no liability is assumed by
the company or the inspector.
DMG has its own team of Contractors and Engineers and we assure that any adverse conditions can be
addressed by a licensed professional specialized in their respective trade to repair or further investigate.
Additionally any special trade work outside of DMG's Services can be referred upon request.
Additional Evaluation Services Available:
Property Condition Assessments, Phase I, II, Ill Environmental Site Assessments& Remediation,
ALTA surveys, Structural Evaluations, Geotechnical Soils Investigation,
Asbestos, Lead and Mold Testing &Abatement, Project Management
Building Inspection Client Responsibilities:
1. Site contact, onsite manager or property management company name & phone number for access to the building, any
keys to electrical panels/rooms, HVAC thermostat covers &roof hatch, locked doors, etc.
2. Maintenance person onsite to turn on all electrical and HVAC equipment
COMPLETION OF SCOPE OF WORK:
Upon completion of the Services, CONSULTANT will provide CLIENT with one digital copy of CONSULTANT's Report
("Report"). Any additional hard copies or duplications wilt be charged at CONSULTANT's rates.
Confidential 12/28/2015 Page 2 of 9 initials
DMG,Inc.
D 2618 San Miguel Dr.,ste 290
M Newport Beach,CA 92660
IG Ph. 949-825-7786,flax:949-625-9777
Environmental Sciences&Inspection Services
www_DMGinspections.com
ASTM 1527-13 PHASE I ENVIRONMENTAL SITE ASSESSMENT
• Conduct a visual inspection of the site and adjacent properties to identify any apparent or potential indications of site
contamination resulting from exposure to hazardous materials or hazardous wastes. Identification and evaluation for
storage, handling, treatment and disposal of hazardous chemicals and wastes; installation and removal of underground
storage tanks (UST); evidence for stressed vegetation, stained soil or pavement, suspect residues, unusual dust or odor
will be made.
• Identify the presence or absence of any transformers on site, their condition, the owner, and the likelihood that they
contain PCB's.
Identify site-specific geological and hydrogeological conditions including type of soil. Determine depth to groundwater,
depth to other aquifers and groundwater flow.
• Identify any compliance related issues such as asbestos, lead and mold on site.
• Interview selected individuals knowledgeable of the site to develop an understanding of past and present uses.
• Establish and evaluate site history from available information obtained from historical aerial photograph, building permits,
County and local agency records.
• Review of a 30-year chain of title if provided by the client. If not provided, consultant shall develop an understanding of
the sites past usage based on records of the building department,fire department and county records.
Review relevant local, state and federal regulatory agency databases to identify hazardous sites, hazardous waste
generators, and treatment, storage and disposal facilities on or within, a one mile radius of the site to characterize their
impact, if any, on the subject property.
• The databases to be reviewed are the Federal Superfund Sites, the National Priority List, CERCLA, RCRA, State Priority
Sites, State Clean-up Sites, Leaking Underground Storage Tank (LUST) Sites, Landfills, and the hazardous Waste
Information System prepared by the Local Departments.
• Provide a narrative report indicating the findings and conclusions for each of the above scope items. Provide an overall
conclusion as to the potential for environmental concerns. Make recommendations for further investigation if necessary.
Included are the following:
• A map of the subject site in its regional setting, which includes listed sites identified within a one-mile radius.
• A site illustration indicating building, items of interest identified in the on site reconnaissance, surrounding land
uses, and street names in the vicinity.
• The results of any discussions or orders issued by a regulatory agency concerning issues identified at the site.
• Supporting documentation, specialty aerial photos, topographic maps, boring logs and laboratory results from
previous surveys if available.
• The results of review of any other hazardous materials, soils, buyer/seller disclosure, or chain of title reports
relating to the site.
• Appendices of other information, which supports the consultant's evaluation of the site.
• The Consultant's services are limited to the Scope of Work described above. No testing for specific solids, liquids,
gases, such as radon testing, soil boring and testing, air monitoring, asbestos, lead-based paint, mold, moisture
testing, or magnetic survey is included in Phase One. Additional testing can be provided if required, requested and
authorized in writing by the CLIENT.
Phase I Additional research:
• Due to a 10-12 working due date imposing significant time constraints by our client(s) due to an escrow transaction,
California and Local Environmental Agency Data that is not obtainable will not be included in this report. The Phase
I report is based on reasonably ascertainable information through the local agencies and Environmental Data
Resources (EDR). If an open case presents itself for environmental concerns with the current or adjoining
properties THEN additional time and charges will apply for further research.
Confidential 12/28/2015 Page 3 of 9 initials 491P
DMG, Inc.
Ni 2618 San Miguel Dr.,ste 290
Newport Beach,CA 92660
11G Ph.949-825-7786,Efax: 949-625-9777
Environmental Sciences&Inspection Services ww'w.DMG'nsoecliona cnm
PHASE I CLIENT RESPONSIBILITIES
The Client is to provide the Consultant with any available information concerning the Project including:
• Please complete the Mandatory User ASTM environmental questionnaire (sent separately) and return it with
the executed contract. The Client is to provide the Consultant with any available information concerning the Project
including:
o Title information. A 30-year history of properly ownership and leases(chain of title) is normally required and if
available.
o Past Environmental Reports, closure documentation or any paperwork associated with the environmental
condition of the property(if any are made available).
o Contact or persons at the site who are knowledgeable about:
• Any environmental permits, licenses, and registration.
• Present or past inspections, investigations, claims, agency actions, or litigation relating to hazardous
materials.
• Investigations, claims, actions, or litigation relating to safety in the work place.
COMPLETION OF SCOPE OF WORK:
Upon completion of the Services, CONSULTANT will provide CLIENT with one digital copy of CONSULTANT's Report
("Report"). Any additional hard copies or duplications will be charged at CONSULTANT's rates.
In the event of a Phase I termination or early cancellation CLIENT acknowledges that Phase I documentation is ordered
immediately from an outside source (typically Environmental Data Resources (EDR) and an immediate charges will be
applied upon signed contract and a non-refundable fee of$2500.
COMPENSATION:
The estimated cost to perform the above scope of work is$3550.
Building Inspection $1050
Phase I $2500
This contract is valid for 30 days.
Total amount of Compensation is due at time of execution of this Agreement.
CONSULTANT shall commence work upon receipt of signed Agreement and delivery of payment.
In the event of early termination of this Agreement by CLIENT, CONSULTANT shall be entitled to payment for all services
performed, as well as its costs incurred, including costs resulting from the termination. Any refund shall be delivered within ten
(10)calendar days.
Please fax the signed and initialed Agreement along with a copy of the check made PAYABLE TO DMG to 949-625-9777,
then overnight check to the above CONSULTANT address.
Work will commence immediately upon receipt of faxed agreement and an invoice will be issued via e-mail/fax.
*DUE DATES:
Building Inspection Report(s)will be completed within apx. 24-48 hours of inspection date.
Phase I Report(s)will be completed within apx. 10-12 working days of signed contract and payment received.
*Phase I Due dates are subject to research discovered during our investigation. IF the current or surrounding properties pose a potential
environmental concern MEN additional time will be required to investigate which is subject to agency availability to review files (a process
which could potentially take several weeks).
Confidential 12/28/2015 Page 4 of 9 initials
D DMG,Inc.
2618 San Miguel Dr.,Ste 290
M Newport Beach,CA 92660
Ph.949-825-7786,Flax: 949-625-9777
wow.DMGinspectinns
Environmental Sciences&Inspection Services
corn
ADDITIONAL SERVICES:
IF in the process of completing the 1527-13 Phase I Assessment an open case presents itself for environmental concerns
with the current or adjoining properties THEN additional time and charges will apply for further research and the
Agreement price will be adjusted to include such services under standard CONSULTANT Standard Fee Schedule below.
IF CLIENT chooses to increase the scope of Services with additional environmental or inspection services outside the
scope of the Phase I Report with the consent of CONSULTANT, CLIENT agrees to approve such changes in writing
(email transmission or if immediate attention is needed a verbal while onsite is acceptable). Once Agreed, CLIENT will be
invoiced immediately and payment due. The Agreement price may be adjusted to include such additional services, which
will be charged as follows:
• CONSULTANT's cost estimate for additional services is based on information furnished by CLIENT. Should
additional information become known, or circumstances become different than what CLIENT has disclosed, the cost
estimate will be adjusted to reflect those changes and CLIENT agrees to pay any increase.
• If additional parcels or multiple buildings are to be included, CLIENT agrees to pay additional charges per each
parcel/building and CONSULTANT's time required.
• If a change of engineering method (e.g. drilling, sampling, work scope, etc.) is discovered, or governing agency
requires additional work then additional charges based on a unit rate per sample and CONSULTANT's Standard Fee
Schedule, including any related expenses, will be charged. Additionally, CONSULTANT shall be entitled to be paid
mileage, travel, telephone, special delivery services, photocopying, postage, and other miscellaneous expenses.
CONSULTANT Standard Fee Schedule
Registered Geologist $150.00/hr
Environmental Scientist $120.00/hr
Structural Engineer $150.00/hr
Civil Engineer $150.00/hr
Mold Technician $105.00/hr
Industrial Hygienist $165.00/hr
Research/Investigation $85.00/hr
Technicians $85.00/hr
Administrative/clerical $65.00/hr
Expert Witness/Litigation cases $375.00/hr
Mold Air &Bulk testing (4 day turn time) $120.00/ea
Asbestos Sampling (5day) $45.00/ea
Lead Paint Chip Sampling (5 day) $45.00/ea
Geophysical Survey $3,500 per 1000 feet
Mobile lab capable of performing 8260 analyses . $3,500.00/day
Drill Rig(including supplies) $3,500.00/day
Decontamination &cleaning of sewer drains $1,000.00/ea drain
All environmental & geotechnical drilling, disposal of clarifiers, hydraulic lifts, underground storage tanks, above-ground
storage tanks, decontamination and disposal fees, installation of wells and well monitoring are quoted on a specific project
basis.
Notes:
1. Automobile travel, other than mileage cost, is included in personnel rates; other modes of transportation charged at
cost+20%.
2. Personnel billing rates are applicable to normal working hours; overtime rates are applicable for services in excess
of 8 hours per day, performed outside the hours of 8:00 am to 5:00 pm, as well as Saturdays, Sundays and
Holidays.
3. Overtime rates are time and a half outside working hours and double time on weekend and holidays.
4. Rush turn around analytical fees within 24 hours is 3X times the cost per sample.
Confidential 12/28/2015 Page 5 of 9 initials
DMG,Inc.
• D
2618 San Miguel Dr.,ste 290
M Newport Beach,CA 92660
IG Ph. 949-825-7786,Efax: 949-625-9777
Environmental Sciences&Inspection Services WWW.DMGinspecttons com
GENERAL:
It is understood that CONSULTANT shall not be liable to CLIENT for any delays, damages or costs that are related to or
arising from (i) any requirements or conditions that may be imposed by any governmental agency, (li) the location of
underground utilities or other latent conditions, (iii) title or lender requirements or conditions, or (iv) any other third-party
requirements or conditions that affect the scope of work or CONSULTANT's performance hereunder.
All Services performed by CONSULTANT are performed for CLIENT's sole benefit and use. All Services, Reports and
data furnished by CONSULTANT, including all drawings, specifications and other work product, are not intended for use by
anyone other than CLIENT. Use or dissemination of the information contained within the Report by any other party is not
intended, and should not be relied upon, for any purpose. Further, and notwithstanding any provision herein,
CONSULTANT shall not be held responsible or liable for such use. Without changing any of the provisions of this
paragraph, any reuse or adaptation of CONSULTANT's Reports, work or other Services for any other purpose shall entitle
CONSULTANT to additional compensation from CLIENT in an amount not less than 100% of CONSULTANT's
compensation amount.
In the event of any ambiguity, the language of this Agreement shall be interpreted in favor of CONSULTANT.
CONSULTANT may stop work or terminate the Agreement should CLIENT fail to deliver payment for Consultants
Services and/or Report.
This Agreement, the referenced attachments, including the General Conditions, represent the entire understanding between
CLIENT and CONSULTANT, superseding any and all prior understandings or agreements, oral or written, between the parties
respecting the scope of Work and the terms of this Agreement. Acceptance of this Agreement will be affirmed by signature of
CLIENT below. A faxed or scanned and emailed signed copy shall be acceptable and treated as an original.
Kind Regards,
Angela Todd, President
DMG, Int.
Agreed and Accepted
Name: Costa Mesa Sanitary District
W. 19th Street
Co a Mesa, CA 92627
/AJenc1C1 N. 7avcc
Signature Name
/GIGOCI9nr 1
Title J Dat
GENERAL CONDITIONS
The following terms and conditions are part of the Agreement between CONSULTANT and CLIENT.
Section 1. CLIENTS RESPONSIBILITIES
1.1 CLIENT agrees to designate a person to act with authority on its behalf with respect to all aspects of the Services being provided by
CONSULTANT and shall promptly respond to CONSULTANT's submissions, inquiries and requests and give prompt written notice to
CONSULTANT whenever he/she observes or otherwise becomes aware of any condition or problem that may arise.
1.2 CLIENT shall also provide to CONSULTANT all criteria and information as to its requirements for the Project and shall:
• Provide access to,and make all provisions for,CONSULTANT to enter upon public and private property as necessary to accomplish the
work.
• Provide such legal,accounting,independent cost estimating.and insurance counseling services as may be required for the Project.
• Furnish approvals and permits from all government authorities having jurisdiction over the Project(if made available)
Confidential 12/28/2015 Page 6 of 9 initials
D DMG,Inc.
•� M 2618 San Miguel Dr., Ste 290
Newport Beach,CA 92660
IG PIT 949-825-7786,Efax: 949-625-9777
Environmental Sciences&Inspection Services w'ww.DMCiinspections.an
• Provide CONSULTANT with escort and means of access to all areas, this being necessary for the orderly progress of the work, and
CONSULTANT shall be entitled to rely upon the efficiency and completeness thereof.
• CLIENT agrees to provide any and all information requested by CONSULTANT regarding the Project, including any special or
extraordinary services needed. CLIENT may, in its sole discretion, withhold any information', however, CLIENT recognizes that any
information withheld from CONSULTANT may reduce the effectiveness,accuracy and conclusions of the Services and Report.
• CLIENT understands and agrees that any claims or complaints arising out of or related to any alleged act or omission of CONSULTANT
shall be reported to CONSULTANT, in writing, within ten (10) calendar days of discovery. CLIENT agrees to allow CONSULTANT a
reasonable period of time to investigate the claims or complaints by.among other things,re-inspection before CLIENT,or anyone acting
on behalf of CLIENT,repairs,replaces,alters or performs any act relating to the scope of work of this Agreement. Failure to timely notify
CONSULTANT and allow CONSULTANT adequate time to investigate as stated above shall constitute a complete bar and waiver of any
and all claims against CONSULTANT to the alleged act or omission.
Section 2.CONSULTANTS RESPONSIBLITIES
2,1 Subject to the provisions and limitations in Section 1.. in the performance of the Services under this Agreement. CONSULTANT shall perform
to a standard of care and skill ordinarily exercised,under similar conditions,by persons practicing in this jurisdiction.
Section 3. ADDITIONAL EXPENSES
3.1 Should CLIENT request additional services from CONSULTANT, CLIENT agrees to pay, in addition to CONSULTANT's Standard Fee
Schedule,such costs and expenses incurred including,but not limited to,the following:
• Expenses of transportation and living when traveling in connection with the Project, long distance calls, overnight mail, telecopies,
property information reports and fees paid for testing and/or for securing approval of authorities having jurisdiction over the Project.
• Expenses of printing, reproduction, postage. and handling of drawings and specifications, including duplicate sets at the completion of
each phase for CLIENTS review and approval.
• Expense of outside consultants and specialists when authorized by CLIENT.
Section 4. PAYMENT
4.1 In the event of non-payment by CLIENT in accordance with the terms herein, service charge of up to 30%the first month(30 days)for each
invoice amount will be charged by a collection agency and then will increase by 10%thereafter and legal action will be taken. All payments
received will be applied first to any accrued service charges and then to the original invoiced amount.
4.2 In the event of non-payment by CLIENT of any disputed item on an invoice,payment of non-disputed items shall not be withheld.
4.3 If CLIENT fails to pay CONSULTANT, CONSULTANT may, in addition to any other rights it may be entitled to, suspend Services under this
Agreement and retain all work product deliverable to CLIENT until payment is made. CONSULTANT shall first give 24 hours written notice of
intention to suspend Services. Such notice may be by e-mail,fax or other written notice. During any such period of suspension of work,the
Project completion date shall be extended by the number of days Services are suspended, plus a reasonable time necessary for
CONSULTANT to arrange its work force and re-commence work on the Project.
4.4 No deductions, set-offs or claims shall be made against CONSULTANT's compensation for any reasons including, but not limited to, any
penalty,liquidated damages,or other sum.
4.5 If the Project is delayed,or if CONSULTANT's Services for the Project are delayed or suspended for more than three months for reasons
beyond CONSULTANT'S control,CONSULTANT may,after giving written notice to CLIENT,terminate this Agreement,and CLIENT shall
compensate CONSULTANT in accordance with the termination provision contained in this Agreement.
Section 5. SUBSURFACE EXPLORATION
5.1 Normal Disturbance-CLIENT acknowledges that the use of exploration equipment may affect,alter or damage the terrain,vegetation and
buildings,structures and improvements at, in or upon the Site. CLIENT acknowledges and accepts such risks. CONSULTANT shall not be
liable for any effect,alteration or damage arising out of such explorations. CONSULTANT will exercise reasonable care to limit damage to the
Site. CONSULTANT agrees to return the Site where exploration took place to a reasonable condition.
5.2 Subterranean Structures-CONSULTANT will exerdse reasonable care in seeking to locate subterranean structures in the vicinity of proposed
subsurface explorations at the Site. CONSULTANT will contact public agencies and disclose plans or information about the Site provided by
CLIENT. So long as CONSULTANT observes such standards of care, CONSULTANT will not be responsible for any damage. injury or
interference with any subterranean structure,pipe,tank,cable or any other element or condition if not called to the attention of CONSULTANT
prior to commencement of work or which is not shown. or accurately located, on any plans furnished to CONSULTANT by CLIENT or by any
others(public or private).
Section 6. INDEMNITY
6.1 CLIENT and CONSULTANT mutually agree to defend, indemnify and hold harmless each other from and against any and all claims.liabilities,
damages, losses and expenses, including attorneys'fees and costs associated therewith, attributable to any act or omission arising out of or
connected in any way with this Agreement, including CONSULTANT's Services or Reports.
6.2 Should CONSULTANT become involved in third-party litigation as a result of its performance of work for CLIENT under this Agreement,
CLIENT agrees to defend and hold harmless and pay all attorneys'fees for CONSULTANT in such litigation. l (��
Confidential 12/28/2015 Page 7 of 9 initials �9•'
D DMG, Inc.
2618 San Miguel Dr..Ste 290
EPS M Newport Beach,CA 92660
IG Ph. 949-825-7786.Ffax: 949-625-9777
Environmental Sciences&Inspection Services wsvw.DMGinsuutions.com
6.3 Further, CLIENT agrees to defend, indemnify, and hold harmless CONSULTANT, its officers, directors, employees, agents, and
representatives from and against any and all liabilities,claims, demands,losses,costs, damages,actions, suits, or other proceedings by any
party arising out of or in connection with CONSULTANT's performance of work hereunder made or brought against CONSULTANT(other than
by any employee,officer,director,agent or other representative of CONSULTANT)for any environmental pollution or contamination including,
without limitation, any actual or threatened release of toxics, irritants or pollutants, or waste gases, liquids, or solid material, provided that
CONSULTANT(a) is not negligent in the performance of its Services, and (b)does not willfully or recklessly create, cause, contribute to, or
aggravate any such pollution or contamination in existence at the Project.
6.4 Liability of CONSULTANT.its employees,agents and subcontractors for claims of loss,injury,death,damage or expense shall not exceed the
total compensation of the Project,for any claims brought by CLIENT.
6.5 If this Project concerns the identification and/or removal of hazardous materials,CLIENT specifically agrees to indemnify and hold harmless
CONSULTANT from any and all claims,liabilities or damages of whatsoever nature and character,including attorneys'fees.related to any
claim for existence of hazardous materials contamination including.but not limited to.personal injury or wrongful death associated with
hazardous material in regard to this Project.
Section 7. TERMINATION
7.1 This Agreement may be terminated by either party, by written notice only. If this Agreement is terminated, CONSULTANT shall be paid for
Services performed up through and including the termination notice date, including reimbursable expenses. Reimbursable expenses include
those expenses and costs directly attributable to termination,plus 15%of the total compensation earned. CLIENT acknowledges that Phase I
documentation is ordered immediately from an outside source (typically Environmental Data Resources (EDR)) an immediate charge upon
singed contract and a non-refundable fee of$1200.
Section8. GENERAL
8.1 In the event any provisions of this Agreement shall be held to be invalid and unenforceable,the remaining provisions shall be valid and binding
upon the parties. Waiver by CONSULTANT of any provision,term,condition or covenant shall not be construed by CLIENT as a waiver of any
subsequent breach by CLIENT.
8.2 In any action between CONSULTANT and CLIENT regarding the obligation to pay compensation under this Agreement,all litigation expenses,
including collection expenses,witness fees,court costs,and attorneys'fees incurred by the prevailing party shall be paid by the non-prevailing
party.
8.3 CONSULTANT shall not be responsible to CLIENT,or any other person or entity,for damages or delays,including incidental or consequential
damages,arising out or relating to this Agreement.
8.4 This Agreement shall be governed by the laws of the State of California, and any action shall be brought in the County of Orange, State of
California. Any claim or legal action by CLIENT must be commenced within one(1) year from the date CONSULTANT has completed the
Services.
8.5 CONSULTANT has not been retained or compensated to provide design and/or construction review services relating to safety precautions or
to means, methods. techniques, sequences,or procedures to be performed by CLIENT or its contractor,or any other person or entity in the
performance of the work recommended by CONSULTANT to be performed.
8.6 In the performance of its Services under this Agreement,CONSULTANT makes no warranty,either expressed,implied or statutory.
8,7 Any opinion of construction cost prepared by CONSULTANT represents its judgment as a design professional and is supplied for the general
guidance of CLIENT. Since CONSULTANT has no control over the cost of labor and material, or over competitive bidding or market
conditions, CONSULTANT does not guarantee the accuracy of such opinions as compared to contractor bids or actual cost to the CLIENT.
Should CONSULTANT be asked to provide a cost estimate for conditions that need to be repaired, fixed or brought into conformance with
governmental requirements, CLIENT acknowledges that CONSULTANT is only providing an estimate of the work that may be required, and
CLIENT agrees that any final figure for the actual costs will have to be provided by a contractor through a bid for the work.
8.8 If CONSULTANT. its employees, inspectors,or any other person claimed to be its agent, are careless or negligent in making the inspection
and/or preparing the Report.CONSULTANT's liability to CLIENT is limited to the amount of the compensation stated herein.
Confidential 12/28/2015 Page 8 of 9 initials