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Page 7 <br />Everett Multipurpose Stadium <br />March 6, 2026 <br /> <br /> <br />GENERAL CONDITIONS <br /> <br />These General Conditions are incorporated into and are part of the design services proposal letter <br />from Säzän Group, Inc. (“Säzän”) to Johansen Mechanical, Inc., (“Client”) dated March 6, 2026 <br />related to the Project identified therein. These General Conditions, and the design services proposal <br />letter, together, are referred to below as “this Agreement.” Säzän and Client are sometimes referred <br />to in this Agreement individually as “party” and jointly as “parties.” <br /> <br />Compensation <br />Compensation shall be as proposed in the proposal letter. <br /> <br />Billing and Payment <br />Säzän will send invoices approximately monthly covering services performed and costs incurred <br />during the preceding period. Payment is due within thirty days of receipt of each invoice. If Client <br />fails to pay within forty-five days of receipt of an invoice, Säzän may, at its option: terminate this <br />Agreement for default; and/or charge interest at the rate of eighteen percent per annum on all <br />amounts unpaid more than thirty days after receipt of the invoice; and/or suspend performance <br />until all payments, including any accrued interest, have been brought current and the parties have <br />agreed to appropriate changes to the schedule and/or compensation. In the event of a suspension <br />under this provision, Säzän shall not be liable for any costs or damages incurred as a result of <br />delays or interruptions to the progress of the Project. <br /> <br />Client-Furnished Information <br />Säzän is entitled to rely upon the completeness and accuracy of information and documents <br />furnished by Client and Client’s consultants. <br /> <br />Instruments of Service <br />Plans, specifications, and other materials prepared by Säzän are instruments of service intended for <br />use only on the Project that is the subject of this Agreement and shall remain the property of Säzän. <br />Any use of the instruments of service on a different project or on this Project following a <br />termination of Säzän’s services when Säzän is not in default shall be at Client’s sole risk and without <br />liability on the part of Säzän or its directors, principals, employees, or consultants. Säzän shall not <br />be obligated to provide electronic versions of any of the instruments of service except upon <br />arrangements to which the parties may mutually agree at a later date. <br /> <br />Plans, specifications, and other materials prepared by Säzän are instruments of service intended for <br />use only on the Project that is the subject of this Agreement. Säzän shall assign to the Owner, <br />without reservation, all copyrights to all project related documents, models, computer drawings and <br />other electronic expression, only as related to this Project. Säzän shall obtain a written assignment <br />of copyrights from the design consultants in terms identical to those that obligate the architect to <br />the owner as expressed herein, which copyrights the architect hereby assigns to the Owner. The <br />Owner, in turn, hereby grants to Säzän a nonexclusive license to reproduce the documents for the <br />purposes relating directly to the Säzän’s performance of this Project, for Säzän’s archival record, and <br />for Säzän’s reproduction of drawings and photographs in their marketing materials, provided that <br />the contents of those materials are approved by the Owner prior to publication. No other project <br />related documents may be reproduced for any other purpose without the express written <br />permission of the Owner. <br /> <br />Any use of the instruments of service on a different project or on this Project following a <br />termination of Säzän’s services when Säzän is not in default shall be at Client’s sole risk and without <br />liability on the part of Säzän or its directors, principals, employees, or consultants. <br /> <br />Construction Cost Projections <br />Client recognizes that Säzän has no control over the cost of or availability of labor, equipment, or <br />materials, over market conditions or over prospective contractors’ methods of pricing. Any opinions <br />Progressive Design-Build Contract for Everett Outdoor Event Center <br />Exhibit to Amendment No. 1 - Phase 1B Work and Fee Proposal