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infom�ation,approvals and decisions,as requi�ed for the ord�ly progress of the Savices.
<br /> iL Plan Proceasing.We may submit pians ar�d related,or other,documents to public agencies for approval.However,it may be necessary.in order to serve
<br /> your interests and needs,for us to perform special processing,such as atte�ing mcetings and c:onferences with different a,;encies,hand carrying plans or other documenu
<br /> from agency to agency,and otl►er special services.These special services are not included in the basic fee and shall be performed as additional services on an hourly fee
<br /> basis in aocordance with our applicable hwrly rate schedule.
<br /> 12.Meetings aod Conferences.To the extent tfie Agreement provides,we will attend meetings and conferences that you,or your representaCives,reasonabl��
<br /> ra{uire.1=urthermore,we will meet on an as-neecied basis with public agencia that might be involved in the Project.Because we cannot forecast the scope and nature of
<br /> these meetings and ca�ferences,we will perform meeting and conference services oo an hourly fee basis in accordance with our applicable hourly rate schedule.
<br /> 13. Your Clsims. Yai release us from,and waive,all claims of any nature for any and all eaors or omissions by us related to our performance under this
<br /> Agreement,or in the performance of any supplementary services related to this Agreement,unless you bave stricUy complied with all of the following procedures for
<br /> asserting a claim,as to which procedur�es time is of the essence:
<br /> a You shall give us written notice witfiin 10 days of the date that you discover,or should,in the exercise of ordinary care,have discovered that you have,
<br /> or may have,a claim against us.If you fail to give us written notice within such t0 days,then such claim shall forever be barred ande�ctinguist�e;d.
<br /> b. [f we accept Uie claim,we st�all have a reasonable time to cure any emor or omission�d any damage.This shall be your sole r�emedy,and you must
<br /> not have caused the error or omission,or any damage resulting from the error or omission,to be cured,if we are ready,willing and able to do so.
<br /> c. [f we reject the claim,we shall give you written notice of such rejection wiWin 30 days of our receipt of the notice of claim from you.You shall tfien
<br /> have 60 days within which to fumish us with an opinion from a recogniaed expert in the appropriate discipline,corroborating your claim tfiat we committed an error or
<br /> omission,and establishing that the error or omission arose from our failure to use the degree of care ordinarily used by professionals in that discipline in the jurisdictio�
<br /> local to the Project If you fail to fumish us such an opinion fran a recogniud expert within 60 days from the date we send you notice of our rejectiai of the claim,then
<br /> such claim shall forever be baRed and extinguished.
<br /> d. We shall have 60 days from receipt of the written opinion of your expert within which to reevaluaze any claim asserted by you.If we again rejectsuch
<br /> claim,or if tt►c 60 day period from receipt of the written opinion of your expeR elapses without action by us,then you may have recourse to such other remedies as may
<br /> be provided under this Agreement.
<br /> 14. Hazardons or Toxic R+astes or Substaoces,Pollution or Contaminxtion.You aclmowledge that Services rendered under this Agreement may,orwill,
<br /> involve or be affected by hazardous or toxic wastes or substances,or pollution or contaminarion due to the presence of 6azardous or toxic wastes or substances. To induce
<br /> us ro enter into this Agrament,you agree to indemnify and hold us harmless fiom liability,loss and damages of any nature,including actua!attomey's fees and related
<br /> cosu and expenses,arising out of ctaims made against us that relate,in any way,to both(a)ha7ardous or toxic wastes or substances,or pollution or contamination due to
<br /> the presence of hazardous or toxic wastes or substances,and(b)the performance by us of our obligations under the Agreement,whether or not such performance by us is
<br /> claimed to have been,or was,or may have been,negligent Unless otherwise expressly set forth in this Agreement,we shall have no responsibility for searching for,or
<br /> identifying,any hazardous or toxic wastes or substances,or pollution or contamination due to the presence of hazardous or toxic wastes or substac►cos;but if we discover
<br /> or suspect the presence of arry such wastes,substances,pollution or contamination due to the presence of hazardous or toxic wastas or substances,then we,in our sole
<br /> discre.Kion,and at any time,may stop work under,or terminate, this Agreement, in which event we will have no further liability to you for perfocmance under this
<br /> Agreement,and ycw shall make the payments to us required by Paragraph 15 of the STCs.
<br /> I5. Termination. Either party may terminate the Agrament if the other party materially breaches the Agrcement. You shall immediately pay us for our
<br /> services rendered and expenses incurred through the termination dffie,inclading fxs and expenses that we incur as a result of the tertnination.
<br /> 16. Paymeot of Ot6er Professionals. lf this Agreement includes continuation of services begun by other architects,engineers,planners,surveyors,or other
<br /> professionals,we may suspend our serviccs until you make arrangements satisfactory ro such ot6er professionals for payment[f satisfactory artangemenu have not been
<br /> made within a time determin�by us to be reasonable,then we may in our sole discretion tertninate this Agreement
<br /> 17.Assignment and Third-Party Beo�ciaries. Neither party shall assign or transfer aay rights,interests or claims arising under this Agreement without
<br /> the written consent of the other.This Agrament shall not�nfer any benefit or right upon any person or entity other than you,us and our parmers,members, managers,
<br /> directors,officers,employees,agenu and subcontr�tors.Our paztiners,members,managers,directocs,officecs,employees,agents and subcontractors shall have and shall
<br /> be entitled to the protecdon afforded us under Paragraphs 10,13,14,17,21 and 23 of this Agneement Despite anything in ihis Paragaph i'7 to the contrary,we may
<br /> employ independent consultants,associates,and subcontractors as we may deem necessary to render the Services and we may assign ow right to receive compensazion
<br /> under this Agreement.
<br /> 18.Applicable Law snd Forum Selection.The State of Illinois'laws shall govem this Agreemc�t in all respects,including matters of construction,validity,
<br /> and performance.Except as provided in Paragraph 19,the parfies agee that the courts of Macon County,[llinois,and tl�e Fedetal District Couct,Central District of Illinois,
<br /> (together,"Courts")shall have exclusive jurisdicxion over any controversy,including matters of construction, validity,and perfamance,arising out of this Agrcement
<br /> The parties consent to the jurisdicxion of the Courts and waive any objection either party might otherwise be enriUed to assert re�arding jurisdiction. The parties
<br />, irrevocably waive all right to trial by jury in any action,proceeding,or counterclaim arising out ofor related to this Ag�nent
<br /> 19. D�spute Resolution. Any claims or disputes between the Client and Dewberry shall be submitted to
<br /> non-binding mediation. Client and Dewberry agree to include a similar mediation agreement with all
<br /> contractors, subcontractors, sub consultants, suppliers, and fabricators, thereby providing mediation as
<br /> the primary method for dispute resolution between all parties.
<br /> lf the parties do not resolve a dispute through mediation, the method of binding resolution shall be
<br /> litigation in a court in Macon County, Illinois. Both parties waive their right to a jury trial to resolve
<br /> any and all claims, including but not limited to those sounding in contract, tort, or statute, against the
<br /> other arising out of or connected in any way to the Project or this Agreement because the parties hereto
<br /> believe that the complex commercial and professional aspects of their dealings with one another make a
<br /> jury determination neither desirable nor appropriate.
<br /> 20.Severability.If any part,term,or provision of this Agreement is held to be illegal or unenforceable,the validity and enforceability of the remaining parts,
<br /> terms,and provisions of this Agreement shall not be affected,and each party's rights shall be construed and enforced as if the Agreement did not contain the illegal or
<br /> unenforceable part,term,orprovision.
<br /> 21.Limitadons on Liabiliry.Our liability for any loss,propeAy damage or bodily injury of or to you caused in whole or in part by us in the performance of
<br /> this Ag{eement,or in the perfortnance of any supplementary services in�y way related to this Agreement,shall be limited in the aggregate to the amount of fees thaz you
<br /> have paid to us for the Services.The parties intend that the foregoing limitation ai liability shalt apply to all claims,whether sounding in tort,in contract,in warranty,or
<br /> otherwise. You release,waive,and shal!not sak contribution from,or indemnificatim►by,us for any claims of arry nature made against you by any other person who
<br /> mey suffer any loss,property damage or bodily injury in any manner associat�with our services,or our pam�ers,members,maaagers,directors,officers,employees,
<br /> agents and subconVactors under tltis Agreement„or any supplementary services in any way rolated to this Agrccment.We shall not be liable to you,in any event or for
<br /> any amount, for delays; a for consequernial,special or incidental damages;or for punitive w exemplary damages. Should you find the tertns of this Paragraph 21
<br /> unacceptabte,we are prepand to negotiate a modification in consideretion of an equitablc surcharge to pay our addidonal insurancc premiums and risk.
<br /> 22. Payment of Attorney's Fees. Each party shaU pay their attomey's fees and expenses for the prosecution or defense ofany cause of action,claim or
<br /> demand arising under this Agcement in any court or in arbitration.
<br /> 23. lndemoitication. The parties muwally agrce to indemnify and hold each harmless from and against any and all liabiliry, loss, damages,claims and
<br /> demands for loss,damages,property damages or bodily injury,arising out of work unde�taken on the Project by either party,their contr�tors,subcontracrors or other
<br /> independent company or consultants employed to work on the Project,or their respective partners,members,manager,direcrors,officers,employees,agents or assigns;or
<br /> azising out of any other operation,no mauer by whom performed,for and on behalf of either parry,or such contractor,subcontractor or other independent company or
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