Architectural Exterior Elevations

ARCHITECTURAL EXTERIOR ELEVATIONS AGREEMENT

This Architectural Exterior Elevations Agreement (the "Agreement") is entered into as of Effective Date: between Client Name: and Architect Name: .

WHEREAS

WHEREAS, Client requires professional architectural exterior elevation drawings and related deliverables for the Project located at: (the "Project");

WHEREAS, Architect represents that Architect is licensed and qualified to provide architectural exterior elevation services and will produce elevations conforming to accepted professional standards for projects of similar scope;

WHEREAS, the parties desire to set forth their agreement regarding scope, deliverables, compensation, schedule, and other terms and conditions as set forth below.

SCOPE OF WORK

Scale for elevation drawings: . Number of elevation faces: . Revisions included: .

PAYMENT TERMS

Fee for Services: Client shall pay Architect a fixed fee of $ for the services described above, subject to adjustments for Additional Services.

1) Deposit upon execution: . 2) Interim upon delivery of initial elevations: . 3) Final upon delivery of final approved elevations: .

Invoices are due within days of invoice date. Late payments shall accrue interest at a rate of or the maximum permitted by law, whichever is less. Client shall reimburse Architect for reasonable costs of collection, including attorney fees, should payment default occur.

TERM AND TERMINATION

Term Start Date: . Estimated Completion Date: .

Either party may terminate this Agreement for cause upon written notice if the other party materially breaches any obligation and fails to cure such breach within days after receipt of written notice. Either party may terminate without cause upon days prior written notice. In the event of termination, Architect shall be paid for services performed to the date of termination, including reimbursable expenses and reasonable close-out costs.

CONFIDENTIALITY

Each party acknowledges that technical, financial and other information disclosed by one party to the other in connection with this Agreement that is identified as confidential or which reasonably should be understood to be confidential under the circumstances ("Confidential Information") shall be held in confidence. Receiving party shall not disclose Confidential Information to third parties without prior written consent and shall use the same degree of care to protect Confidential Information as it uses for its own confidential information, but in no event less than reasonable care. Confidentiality obligations shall survive termination of this Agreement for a period of three (3) years, except for trade secrets which shall remain protected for so long as they retain trade secret status.

ADDITIONAL SERVICES AND REVISIONS

Services beyond the Scope of Work shall be considered Additional Services and will be performed only after a written change order is executed specifying scope, schedule, and compensation. Hourly rates for Additional Services are: Principal $ / hr; Project Architect $ / hr; Technician $ / hr.

INTELLECTUAL PROPERTY

Architect retains copyright in all drawings, specifications and other documents produced by Architect. Upon full payment of amounts due under this Agreement, Architect grants Client a non-exclusive, non-transferable license to use the final elevation drawings for the Project only. Reuse or modification of the drawings by others, or use by Client on other projects, shall require Architect's prior written authorization and may be subject to additional fees.

LIMITATION OF LIABILITY

To the fullest extent permitted by applicable law, Architect's total liability to Client for any and all claims, losses or damages arising out of or in connection with this Agreement shall not exceed the total compensation received by Architect under this Agreement. In no event shall Architect be liable for consequential, incidental, or punitive damages.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law principles.

ENTIRE AGREEMENT

This Agreement, including any exhibits and written change orders executed by both parties, constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements, representations and understandings, whether written or oral. Any modification to this Agreement must be in writing and signed by both parties.

NOTICES

REPRESENTATIONS AND WARRANTIES

Each party represents and warrants that it has the full power and authority to enter into and perform this Agreement and that performance of this Agreement will not violate any other agreement to which it is a party. Architect warrants that services will be performed in a professional manner in accordance with generally accepted architectural standards in the locality of the Project.

MISCELLANEOUS PROVISIONS

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. No waiver of any breach shall be construed as a waiver of any subsequent breach. The parties agree to attempt in good faith to resolve disputes through negotiation prior to pursuing formal dispute resolution.

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