Construction Engineering Agreement

CONSTRUCTION ENGINEERING AGREEMENT

This Construction Engineering Agreement (the Agreement) is entered into effective as of by and between Client Name: and Engineer Name: .

WHEREAS

WHEREAS, Client intends to undertake the project identified as Project Name: located at Project Location: (the Project); and

WHEREAS, Engineer is qualified and willing to provide construction engineering, construction administration, and related professional services for the Project in accordance with the terms and conditions set forth herein.

SCOPE OF WORK

Engineer shall perform construction engineering services including, but not limited to, review of contractor submittals, construction observation, field measurements, preparation of field reports, review of contractor payment applications, construction record drawing preparation, and coordination with Client and Contractor. Specific deliverables and tasks are described below and constitute the Scope of Work.

Design drawings and revisions
Technical specifications and addenda
Bidding and procurement assistance
Construction observation and field reports

PAYMENT TERMS

Client shall pay Engineer for services performed in accordance with this Agreement as follows.

Retainer due upon execution: . Invoices are due within days of invoice date.

Late payment shall accrue interest at the lesser of or the maximum rate permitted by law. Client shall also reimburse Engineer for collection costs, including reasonable attorneys' fees, should collection be necessary.

EXPENSES

Client shall reimburse Engineer for reasonable out-of-pocket expenses incurred in connection with the performance of services, including travel, printing, subsistence, and specialty testing, when pre-authorized by Client. Reimbursable expenses shall be invoiced monthly and supported by receipts upon request.

TERM AND TERMINATION

Term Commencement Date: . Anticipated Termination Date: .

Either party may terminate this Agreement for convenience upon written notice to the other party delivered not less than days prior to the effective date of termination. In the event of termination for cause, the non‑breaching party may terminate immediately upon written notice if the breaching party fails to cure a material breach within 14 days after receipt of written notice specifying the breach.

Upon termination, Engineer shall be paid for services performed and expenses incurred through the effective date of termination, together with reasonable costs associated with termination and transfer of documents.

CONFIDENTIALITY

Each party shall hold in confidence all information, drawings, specifications, and other materials designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure (Confidential Information). Confidential Information shall not include information that (i) is or becomes publicly known through no breach of this Agreement, (ii) is lawfully received from a third party without restriction, or (iii) is independently developed without reference to the other's Confidential Information.

A receiving party may disclose Confidential Information to its employees, consultants, contractors, and subcontractors who have a need to know and are bound by confidentiality obligations at least as protective as those herein. Upon termination or written request, the receiving party shall return or reasonably destroy Confidential Information, except for one archival copy retained to ensure compliance with obligations.

INSURANCE AND INDEMNITY

Engineer shall maintain professional liability insurance with limits not less than per claim and commercial general liability insurance with limits not less than each occurrence, unless otherwise agreed in writing.

To the fullest extent permitted by law, Engineer shall indemnify and hold harmless Client, its officers, directors and employees from liabilities, damages, losses and costs, including reasonable attorneys' fees, to the extent caused by Engineer's negligent performance of professional services under this Agreement. Client shall indemnify Engineer to the extent of Client's negligence.

DISPUTE RESOLUTION

The parties shall attempt in good faith to resolve disputes arising out of this Agreement by negotiation between senior representatives. If the dispute is not resolved within 30 days, the parties agree to submit the dispute to non-binding mediation. If mediation does not resolve the dispute, the parties may pursue remedies in a court of competent jurisdiction or, if agreed in writing by the parties, binding arbitration.

GOVERNING LAW

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

NOTICES

All notices under this Agreement shall be in writing and delivered to the addresses below by personal delivery, certified mail (return receipt requested), or nationally recognized overnight courier.

MISCELLANEOUS

Independent Contractor: Engineer is an independent contractor and not an employee of Client. Engineer shall be solely responsible for its personnel, subcontractors, taxes, and benefits.

Assignment and Subcontracting: Neither party shall assign this Agreement without the prior written consent of the other, which shall not be unreasonably withheld. Engineer may subcontract portions of the work provided Engineer remains responsible for performance.

Amendments: Any amendment to this Agreement must be in writing and signed by authorized representatives of both parties.

ENTIRE AGREEMENT

This Agreement, including the Scope of Work and any attachments or exhibits executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, representations, and understandings, whether written or oral.

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