Consulting Services Agreement Outdoor Resorts/Palm Springs Owners Association November 25, 2019
GENERAL CONDITIONS McMahon Group, Inc. and the client acknowledge and agree that McMahon Group is being retained to review and recommend options to client issues and methods to improve conditions of the client, but that McMahon Group does not, and cannot guarantee the financial and/or social success of the client, and no liability or responsibility shall inure to McMahon Group, or any of its officers, directors, shareholders, employees, agents, or representatives if the results of McMahon Group’s efforts hereunder are not successful or do not meet the client’s expectations. In consideration of McMahon Group providing the services to the client described herein, the client covenants and agrees to defend, indemnify and hold harmless McMahon Group, Inc., William P. McMahon, Sr. – Chairman, and other officers, directors, shareholders, employees, agents and representatives, jointly and severally, from and against any and all actions, claims, costs, damages, demands, expenses and liabilities (including, but not limited to reasonable attorney’s fees, court costs, expert witness fees and any amounts paid in settlement of any litigation or controversy) imposed upon, incurred by or asserted against McMahon Group or any of its officers, directors, shareholders, employees, agents and representatives by any third party, including but not limited to members, employees and vendors, arising directly or indirectly out of McMahon Group’s performance of services pursuant to this agreement, excluding only acts or omissions of McMahon Group constituting gross negligence. Furthermore, an error or omission is not a breach of this agreement. It is stated and understood that McMahon Group, Inc. will be providing no architectural services for this project. Architectural services as indicated in the scope of services in this agreement will be provided by William P. McMahon, Architect as a subcontractor to McMahon Group. Any other architectural implementation services required are contracted out to architects registered within the legal jurisdiction of the client. All drawings and specifications (if any) shall remain the property of the design professionals who prepared the documents. The client understands that the McMahon Group’s duties are limited to those described in the consulting services agreement and that it is beyond the scope of McMahon Group’s engagement to be responsible for investigating, discovering, reporting or remedying defects of any nature with regard to the client’s physical premises, including, but not limited to, structural defects, mold, radon gas, pollutants of any nature, soil condition, environmental impairment, improper storage, handling or disposal of hazardous or toxic materials, safety violations, building code violations or any other condition which may result in damage to the client or the client’s potential liability to any third person or persons. If for any reason, whatsoever, any term, covenant or condition of this agreement, or the application thereof to any person or circumstance, is to any extent held or rendered invalid, unenforceable or illegal, then such term, covenant or condition is deemed to be independent of the remainder of the agreement and to be severable and divisible therefrom, and its invalidity, unenforceability or illegality does not affect, impair or invalidate the remainder of the agreement or any part thereof; and continues to be applicable to and enforceable to the fullest extent permitted by law against any person or circumstance other than those as to which it has been held or rendered invalid, unenforceable or illegal.
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