Miscellaneous Dams Form

MISCELLANEOUS DAMS FORM — GENERAL SERVICES AGREEMENT

Parties and Project Identification

This Agreement is entered into effective as of (Effective Date) by and between Client Name: and Contractor Name: .

WHEREAS

WHEREAS, Client is the owner or authorized representative of the dam described above and requires professional services including inspection, maintenance, repair, monitoring, or advisory work related to the structural, hydraulic, or environmental condition of the dam; and

WHEREAS, Contractor represents that it possesses the necessary qualifications, licenses, personnel, equipment, and permits to perform the services described in this Agreement in compliance with applicable law and industry standards; and

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows.

Scope of Work

Contractor shall perform the services set forth in this Section and any attachments executed by the parties. Services may include, but are not limited to, site inspection, geotechnical evaluation, structural repair, spillway maintenance, emergency action plan updates, instrumentation installation, and reporting. Contractor shall perform services in a professional manner consistent with industry standards.

Payment Terms

Client shall pay Contractor for services performed in accordance with the rates and schedule set forth below. Unless otherwise stated, invoices shall be payable within the invoice due period set forth below from the date of invoice submission.

Invoice Due Within days of invoice submission. Late payments shall accrue interest at a rate of per month, or the maximum permitted by law, whichever is less. Client is responsible for any reasonable collection costs, including attorneys' fees, incurred by Contractor to recover overdue amounts.

Term and Termination

This Agreement shall commence on and shall continue until unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon written notice to the other party delivered at least days prior to the effective date of termination. Either party may terminate immediately for material breach if the breaching party fails to cure the breach within fifteen (15) days after written notice, or immediately if the breach cannot reasonably be cured.

Permits, Compliance and Site Conditions

Contractor shall obtain and maintain any required licenses and permits for its work unless otherwise agreed in writing. Client shall provide Contractor with access to the site, as well as accurate records of prior repairs, known hazards, and relevant permits. Contractor shall promptly notify Client of any site conditions that differ materially from representations made by Client.

Client to secure all regulatory permits required for performance
Contractor to obtain specified permits (identify below)

Confidentiality

Each party agrees to hold in confidence and not to disclose or use except in performance of its obligations under this Agreement any non-public technical, financial, or business information of the other party marked or reasonably understood to be confidential. Confidential information shall not include information that is or becomes publicly known through no fault of the receiving party, or that is rightfully received from a third party without restriction. Upon termination or request, the receiving party shall return or destroy Confidential Information as instructed by the disclosing party.

Indemnification and Insurance

Contractor shall indemnify and hold harmless Client from claims, liabilities, damages, and expenses arising from Contractor's negligent acts, errors or omissions in performing the services, except to the extent caused by Client's negligence or willful misconduct. Contractor shall maintain insurance coverages customary for the services rendered, including commercial general liability and professional liability (errors and omissions) insurance, and shall furnish certificates of insurance upon request.

Limitation of Liability

Except for liability arising from willful misconduct or gross negligence, each party's aggregate liability to the other for any claim arising out of this Agreement shall not exceed the total fees paid to Contractor under this Agreement for the specific work giving rise to the claim.

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; Amendments

This Agreement, including any attachments and exhibits executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations and understandings. Any modification or amendment must be in writing signed by both parties.

Notices

Execution

The persons signing below each represent and warrant that they are authorized to execute this Agreement on behalf of the party for whom they sign.

Sign Now