Project Drawings Group

PROJECT DRAWINGS GROUP

WHEREAS

This Project Drawings Group Agreement (the Agreement) is entered into for Project Name: with an effective date of: .

WHEREAS, Client Name: desires to obtain grouped project drawings, associated revisions and related deliverables; and

WHEREAS, Consultant Name: has the professional capacity to prepare, group, coordinate and deliver such drawings under the terms set forth below.

SCOPE OF WORK

Consultant shall prepare and deliver grouped Project Drawings in accordance with the specifications, phases and delivery milestones set out in this Agreement. Services include coordination of disciplines, preparation of drawing sets, issuance of revisions, and delivery of electronic and/or hard copy sets as required.

DELIVERABLE SCHEDULE

Consultant shall deliver the grouped drawings according to the milestones described below. Dates shown are target dates and are subject to change only by written amendment or change order.

PAYMENT TERMS

Client shall pay Consultant for the services performed under this Agreement in accordance with the amounts and schedule below. All amounts are exclusive of applicable taxes unless otherwise stated.

Invoices are payable in accordance with the Payment Schedule. Unpaid amounts shall accrue interest at the rate specified above, and Client shall be responsible for reasonable collection costs, including attorneys' fees, for overdue accounts.

TERM AND TERMINATION

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

Either party may terminate this Agreement upon written notice if the other party materially breaches any provision and fails to cure such breach within the notice period above. Upon termination, Client shall pay Consultant for all services performed and costs incurred through the effective date of termination.

CONFIDENTIALITY

Each party acknowledges that it may receive Confidential Information of the other. "Confidential Information" means non-public information disclosed in any form that is designated confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

Receiving parties shall: (a) use Confidential Information only to perform obligations under this Agreement; (b) not disclose Confidential Information to third parties except to employees, contractors or professional advisors who have a need to know and are bound by confidentiality obligations no less protective than those herein; and (c) take reasonable measures to protect confidentiality. Confidentiality obligations survive termination for a period of Confidentiality Duration (years):

INTELLECTUAL PROPERTY; DRAWING OWNERSHIP

Consultant retains copyright and ownership of drawing originals, models and working files, subject to Client's license rights below. Upon full payment of amounts due, Consultant grants Client a non-exclusive, non-transferable license to use the final grouped drawings for the Project as built. Consultant may retain copies for its records and professional portfolio, provided Client Confidential Information is not disclosed.

CHANGES AND CHANGE ORDERS

Any change to the Scope of Work, deliverables, schedule or fees shall be made only by written change order signed by authorized representatives of both parties. Consultant shall be entitled to reasonable additional compensation and schedule extension for changes.

WARRANTIES; LIMITATION OF LIABILITY; INDEMNITY

Consultant warrants that services will be performed with reasonable professional skill and care in accordance with industry standards. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, CONSULTANT MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED.

Except for liability arising from Consultant's willful misconduct or gross negligence, Consultant's total liability for claims under this Agreement shall not exceed the total fees paid by Client to Consultant for the specific services giving rise to the claim. Each party shall indemnify and hold the other harmless from third-party claims arising from the indemnifying party's breach or negligent acts, subject to the foregoing limitation.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of Jurisdiction: without regard to choice-of-law principles.

ENTIRE AGREEMENT

This Agreement, including any executed change orders or attachments, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations and agreements, whether written or oral. No amendment shall be effective unless in writing and signed by both parties.

CONTACTS FOR NOTICES

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