M&P Terms and Conditions

1. LABOR BILLING RATES
Licensed Land Surveyor I ……………………………………………………………………………. $250.00 per hour
Licensed Land Surveyor II ……..……………………………………………………………………. $187.50 per hour
Licensed Land Surveyor III …….……………………………………………………………………. $125.00 per hour
Senior Project Engineer ……………………………………………………………………………… $250.00 per hour
Project Engineer ………………………………………………………………………….…………. $187.50 per hour
Engineer – Grade I …………………………………………………………………………….…….. $150.00 per hour
Engineer – Grade II ……………………………………………………………………….…………. $125.00 per hour
Engineer – Grade III ………………………………………………………………….……………… $100.00 per hour
Engineer – Grade IV …………………………………………………………………………….…..… $75.00 per hour
Technician – Grade I …………………………………………………………………………..…….. $125.00 per hour
Technician – Grade II …………………………………………………………………………..…… $100.00 per hour
Technician – Grade III ………………………………………………………………….………..…… $75.00 per hour
CADD Designer – Grade I …………………………………………………………………….…….. $125.00 per hour
CADD Designer – Grade II ……………………………………………………….………………… $100.00 per hour
CADD Designer – Grade III …………………………………………………………….…………..… $75.00 per hour
Administrative Assistant ……………………………………………………………….…………..…. $87.50 per hour
Administrative Assistant Support Staff ………………………………………………….……………. $87.50 per hour
Expert Witness …………………………………………………………………………….………… $375.00 per hour
Crew Chief*…………………………………………………………………………….…………… See Note Below
Instrument Man*……….……………………………………………………………….…………… See Note Below
Rod Man*……………………………………………………………………………….…………… See Note Below

2. PRIORITY SERVICE BILLING RATES
Priority Rate for Same Day Service(s) Within Normal Business Hours…………………….. Applicable Labor Rate x 1.25
Priority Rate for Same Day Service Outside Normal Business Hours (weekday) ………. Applicable Labor Rate x 1.50
Priority Rate for Weekend Services ……………………………………………………………………… Applicable Labor Rate x 2.00
Priority rates apply to Client requests for: a) same day services within normal business hours (8:00 a.m. to 5:00 p.m.
Monday thru Friday), b) services outside of normal business hours’ weekdays (5:01 p.m. to 7:59 a.m.) or weekends,
or c) services requiring suspension of other firm work.

3. BILLING / PAYMENTS
Invoices will be submitted monthly according to M&P’s standard format, to the CLIENT for services and
reimbursable expenses and, unless other mutually satisfactory arrangements have been made between the
CLIENT and M&P’s, are due upon receipt. The invoices shall be considered past due if not paid within 30 days
after the invoice date and M&P’s Associates may, without waiving any claim or right against the CLIENT, and
without liability whatsoever to the CLIENT, terminate the performance of the service.

A finance charge will be assessed in the amount of 1.5% per month on unpaid balances. In the event that any
portion of the account remains unpaid 60 days after billing, the CLIENT shall pay M&P’s collection costs,
including reasonable attorney’s fees.

If the CLIENT fails to make payments when due or otherwise is in breach of this Agreement, M&P’s may
suspend performance of services upon five (5) calendar days’ notice to the CLIENT. M&P shall have no
liability whatsoever to the CLIENT caused by any breach of this Agreement by the CLIENT.

If the CLIENT fails to make payment to M&P in accordance with the payment terms herein, this shall
constitute a material breach of this Agreement and shall be cause for termination by M&P.

Payment of invoices is in no case subject to unilateral discounting or set-offs by the CLIENT, and payment is
due regardless of suspension or termination of the Agreement by either party. All projects will require a
retainer of 25% of the estimated costs to begin work unless prior arrangements are made. The obtained
retainer will be applied at the completion of the project.

4. EQUIPMENT/MISCELLANEOUS CHARGES
Equipment and related out-of-pocket expenses incurred for the job will be billed at our cost plus 15%. All
other overhead is included in the above rates.

5. TRAVEL
Travel time plus 62.5¢ (IRS Standard Mileage rate) per mile will be charged portal-to-portal. If an overnight
stay is required, the hotel will be billed at our cost plus 15% and a $30.00 per day meal charge will be billed
for each day’s travel.

6. ACCESS TO SITE
Unless otherwise stated, M&P will have access to the Site for activities necessary for the performance of the
services. M&P will take precautions to minimize damage due to these activities, but shall not be held
responsible for the restoration of any resulting damage. Arrangements and/or permission for site access shall
be made by the CLIENT unless otherwise stated. The CLIENT shall provide for M&P right to enter the
property owned by the CLIENT and/or others in order for M&P to fulfill the scope of services included
hereunder. The CLIENT understands that use of testing or other equipment may unavoidably cause some
damage, the correction of which is not part of this Agreement.

7. BURIED UTILITIES
M&P and/or its authorized subconsultant will conduct the research that in its professional opinion is
necessary with respect to the assumed locations of underground improvements. Such services by M&P or its
subconsultant will be performed in a manner consistent with the ordinary standard of care. The CLIENT
recognizes that the research may not identify all underground improvements and that the information upon
which M&P relies may contain errors and/or may not be complete. The CLIENT agrees, to the fullest extent
permitted by law, to waive all claims and causes of action against M&P and anyone for whom M&P may be
legally liable, for damages to underground improvements resulting from subsurface penetration locations
established by M&P.

8. HIDDEN CONDITIONS AND HAZARDOUS MATERIALS
A condition is hidden if it cannot be investigated by reasonable visual observation or records reviewed as
customary in the performance of the services being rendered. If M&P has reason to believe that such a
condition may exist, M&P shall notify the CLIENT who shall authorize and pay for costs associated with the
investigation of such a condition and, if necessary, costs necessary to correct said condition. If (1) the CLIENT
fails to authorize such investigation or correction after due notification, or (2) M&P has no reason to believe that such a condition exists, the CLIENT is responsible for all risks associated with this condition, and M&P
shall not be responsible for the existing condition nor any resulting damages to persons or property. Unless
specifically agreed upon prior to the commencement of service, M&P shall have no responsibility for the
discovery, presence, handling, removal, disposal, or exposure of persons to hazardous materials of any form.

9. INDEMNIFICATIONS
The CLIENT shall indemnify and hold harmless M&P, all of its personnel, and its subconsultants from and
against any and all claims, damages, losses and expenses (including reasonable attorneys’ fees) arising out of
or resulting from the performance of the services, provided that any such claims, damage, loss, or expense is
caused in whole or in part by the negligent act or omission and/or strict liability of the CLIENT, anyone
directly or indirectly employed by the CLIENT (except M&P), or anyone for whose acts any of them may be
liable. This indemnification shall include any claim, damage, or losses due to the presence of hazardous
materials. Accordingly, the CLIENT agrees, to the fullest extent permitted by law, to indemnify and hold M&P
and the subconsultants of M&P, harmless from any claim, liability, or cost (including reasonable attorneys’
fees and costs of defense) for injury or loss arising or allegedly arising from errors, omissions, or inaccuracies
in documents or other information provided by the CLIENT to M&P.

10. RISK ALLOCATION
To the maximum extent permitted by law, M&Ps’ total liability to the CLIENT for any and all injuries, claims,
losses, expenses, damages, or claim expenses arising out of this Agreement, from any cause or causes, shall
not exceed the total amount of M&P fee. Such causes include, but are not limited to, M&P negligence, errors,
omissions, strict liability, breach of contract, or breach of warranty. M&P maintains general and professional
liability insurance coverage. Copies of insurance certificates are available upon request. All contracts can
include the option to negotiate the limit of liability.

11. TERMINATION
This Agreement may be terminated upon 10 calendar days written notice by either party. In the event of
termination, the CLIENT shall pay M&P for all services rendered to the date of termination, all reimbursable
expenses, and reasonable termination expenses.

12. OWNERSHIP OF DOCUMENTS
All documents produced by M&P, under this Agreement shall remain the property of M&P and will not be
used by the CLIENT for any other endeavor without the written consent of M&P.

13. DISPUTE RESOLUTION
Any claim or dispute between the CLIENT and M&P shall be submitted to non-binding
mediation, subject to the parties agreeing to a mediator(s).

14. GOVERNING LAW
The CLIENT and M&P, agree that all disputes arising out of or in any way connected to this Agreement, its
validity, interpretation and performance, and remedies for breach of contract, or any other claims related to
this Agreement shall be governed by the laws of the State of New York.

15. ASSIGNMENT
Neither party to this Agreement shall transfer, sublet, or assign any rights under or interest in this Agreement
(including but not limited to monies that are due or monies that may be due), without the prior written
consent of the other party.

16. EXTENT OF AGREEMENT
This Agreement comprises the final and complete agreement between the CLIENT and M&P. It supersedes all
prior or contemporaneous communications, representations, or agreements, whether oral or written, relating
to the subject matter of this Agreement. Execution of this Agreement signifies that each party has read the
document thoroughly, has had any questions explained by independent counsel, and is satisfied. Amendments
to this Agreement shall not be binding unless made in writing and signed by both the CLIENT and M&P.
Unexecuted agreements, proposals or work plans are valid for 30 days.

17. ADDITIONAL SERVICES
Services not explicitly detailed in this Agreement will be considered additional and subject to increased
project fees. Additional services will not be provided without the CLIENT’s prior authorization to proceed.
The Client further agrees to compensate M&P for all Additional Services required to modify, correct or adjust
the Construction Documents and coordinate them in order to meet the Client’s program requirements based
on the Client’s decision to construct the Project in a fast-track manner.

18. ATTORNEYS’ FEES
In the event of any litigation arising from or related to the services provided under this Agreement, the
prevailing party will be entitled to recovery of all reasonable costs incurred, including staff time, court costs,
reasonable attorneys’ fees, and other related expenses.

19. CONSEQUENTIAL DAMAGES
Notwithstanding any other provision of this Agreement, and to the fullest extent permitted by law, neither the
Client nor M&P, their respective officers, directors, partners, employees, contractors or subconsultants shall
be liable to the other or shall make any claim for any incidental, indirect or consequential damages arising out
of or connected in any way to the Project or to this Agreement. This mutual waiver of consequential damages
shall include, but is not limited to, loss of use, loss of profit, loss of business, loss of income, loss of reputation
and any other consequential damages that either party may have incurred from any cause of action including
negligence, strict liability, breach of contract and breach of strict or implied warranty. Both the Client and
M&P shall require similar waivers of consequential damages protecting all the entities or persons named
herein in all contracts and subcontracts with others involved in this project.

20. DELAYS
The Client agrees that M&P is not responsible for damages arising directly or indirectly from any delays for
causes beyond M&Ps’ control. For purposes of this Agreement, such causes include, but are not limited to,
strikes or other labor disputes; severe weather disruptions or other natural disasters or acts of God; fires,
riots, war or other emergencies; failure of any government agency to act in timely manner; failure of
performance by the Client or the Client’s contractors or consultants; or discovery of any hazardous substances or differing site conditions. In addition, if the delays resulting from any such causes increase the
cost or time required by M&P to perform its services in an orderly and efficient manner, M&P shall be entitled
to a reasonable adjustment in schedule and compensation.

21. JOBSITE SAFETY
Neither the professional activities of M&P, nor the presence of M&P or its employees and subconsultants at a
construction site, shall relieve the General Contractor and any other entity of their obligations, duties, and
responsibilities including, but not limited to, construction means, methods, sequence, techniques, or
procedures necessary for performing, superintending, or coordinating all portions of the work of
construction in accordance with the contract documents and any health or safety precautions required by any
regulatory agencies. M&P and its personnel have no authority to exercise any control over any construction
contractor or other entity or their employees in connection with their work or any health or safety
precautions. The CLIENT agrees that the General Contractor is solely responsible for jobsite safety, and
warrants that this intent shall be made evident in the CLIENT’s agreement with the General Contractor. The
CLIENT also agrees that the CLIENT, M&P, and subconsultants of M&P shall be indemnified and shall be made
additionally insured under the General Contractor’s general liability insurance policy.

22. SUBCONTRACTORS AND SUBCONSULTANTS
M&P may use the services of subconsultants when, in M&Ps’ sole opinion, it is appropriate and customary to
do so. Subcontractors and subconsultants supervised by and billed through our office will be invoiced at our
cost plus 15%.

23. SEVERABILITY
Any provision of this Agreement later held to be unenforceable for any reason shall be deemed void, and all
remaining provisions shall continue in full force and effect.

24. TIMELINES
M&P will perform its services in a manner consistent with that degree of care and skill ordinarily exercised by
members of the same profession currently practicing under similar circumstances at the same time and in the
same or similar locality. M&P makes no warranty, expressed or implied, as to its professional services
rendered under this Agreement.

25. UNAUTHORIZED CHANGES
In the event that the CLIENT consents to, allows, authorizes, or approves of changes to any plans,
specifications, or other documents, and these changes are not approved in writing by M&P, the CLIENT
recognizes that such changes and results thereof are not the responsibility of M&P. Therefore, the CLIENT
agrees to release M&P from any liability arising from the construction, use, or result of such changes.

26. TITLES
The titles used in this Agreement are for general reference only and are not part of the Agreement.