Agreement

In order to proceed, please read the terms and general conditions which are provided as a part of our proposal and also duplicated below.

Once you agree to all terms and conditions of the proposal, please fill out the form below this section and press ENTER. Once received, we will send you an invoice for payment of the retainage amount.  Once we receive payment, we will commence services on your project.  We truly appreciate your business!

Terms of Payment

Chalk Mountain LLC (dba CM2E) requires a retainer for work upon award of contract.  Work shall not commence until the retainage fee is received.  Additional payments would be due and must be paid upon a monthly basis prior to additional work being performed.

The remaining balance of the estimated fee per this proposal is due and must be paid prior to delivery of any engineering documents to the client or to any governing authority.  Documents will be stamped with “Not for Review or Construction” prior to receiving payment for the remaining balance.

Net due on receipt of invoice. Payment to Chalk Mountain LLC is not contingent and is due and payable in Tarrant County, Texas.

Exclusions / Reimbursable Expenses

Fees payable to any third party shall be paid by the client directly to third party.

Expenses not expressly included within our scope of services shall be invoiced and paid by client.

Review by Governing Agencies

It is customary for our work to be reviewed by governing agencies and their engineers during the review process once documents have been submitted by client to governing agencies. Compensation for the time required to address written comments received from governing authorities is not included in our estimated fee.  Any work of this type shall be invoiced based upon effort required on an hourly basis as well as our hourly rate chart. Invoices reflecting the amount due for these services must be paid prior to submittal of work products to the governing agency.

Payment Instructions

Once we receive a signed proposal, we will then email you an invoice for payment.  You will be able to pay our invoices via Bank ACH funds transfer by clicking the PAYMENT button as shown on the invoice.

Client Furnished Information

Clients must furnish all necessary data as required by Chalk Mountain to proceed with work as specified within the Scope of Services.

GENERAL CONDITIONS

The proposed scope of services and compensation are subject to the following general conditions:

1. Chalk Mountain is a registered engineering company within the State of Texas (Firm Number 19516). All work will be sealed by Chalk Mountain personnel who are licensed as professional engineers within the State of Texas.

2. Chalk Mountain’s estimated fee for services under this scope does not include any services other than those fully defined within this proposal. Compensation for the additional time required to address additional services will be invoiced monthly and must be paid to ensure the continuance of services.

3. Chalk Mountain’s fee does not include the payment of any application or processing fees to any third party on behalf of the Client. Fees payable to third parties which are not included within our estimated costs, including other consultants, community, state and/or federal agencies, are paid by client directly to the third party.

4. While Chalk Mountain always works diligently in support of our clients and their interests, we require that client honor acceptable engineering practices and standards without bias. Any statements or actions made by principals and staff shall be based upon acceptable engineering practices and standards. Contract shall be subject to termination should any request made by client which we find to be in violation of these standards.

5. Chalk Mountain is not party to any action by a client or prospective client, which may violate the terms of any local, state and federal guidelines, regulations, criteria or laws (rules). Contract shall be subject to termination should any intentional violation of these rules occur.

6. CHALK MOUNTAIN cannot, and does not, guarantee or otherwise warrant that regulatory approval of the project can or will be received. CHALK MOUNTAIN will work diligently in support of such approval, based upon the physical and regulatory parameters associated with the project.  CHALK MOUNTAIN does not have control over governing agency’s decisions.

7. Chalk Mountain is not responsible for, nor does it warrant financial return on investment.

8. Client is responsible for obtaining any and all necessary permits required for construction or acceptance of engineering work products.

9. Governing authority’s requirements, requests and schedules generally control the timeline for projects. Chalk Mountain LLC and its principals and staff are not responsible for team members’ failure to meet deadlines.

10. Chalk Mountain cannot be held responsible for the quality or quantity of work delivered by outside service providers.

11. Chalk Mountain LLC does not warrant that preparation of a drainage or flood study would eliminate sources of flooding or negate flood damage of any type. Chalk Mountain LLC accepts no liability regarding flooding.

12. PARTIES AND SCOPE OF WORK: CHALK MOUNTAIN LLC, (hereinafter referred to as “CHALK MOUNTAIN”) shall include said company or its division, subsidiary or affiliate performing the work. “Work” means the analysis of complex technical tasks, design and preparation of plans, specifications and studies or other service to be performed by Chalk Mountain as set forth in Chalk Mountain’s Proposal for Services (hereinafter referred to as PROPOSAL).

13. COMMUNICATION OF GENERAL CONDITIONS: Client shall communicate these General Conditions to each third party to whom Client transmits any part of Chalk Mountain’s work. Chalk Mountain shall have no duty or obligation to any third party greater than that set forth in this proposal and Client’s acceptance of our General Conditions. The ordering of work and/or the reliance on any work shall constitute acceptance of the terms of Chalk Mountain’s proposal and these General Conditions, regardless of the terms of any subsequently issued document.

14. COMMUNICATION WITH GOVERNING AUTHORITIES – Chalk Mountain’s principals and staff are authorized to meet with governing authorities to discuss any matter prior to, during or after engagement of services.

15. SCHEDULING OF WORK: The services set forth in CHALK MOUNTAIN’s proposal and Property owner’s acceptance will be accomplished in a timely, workmanlike and professional manner by CHALK MOUNTAIN personnel. If CHALK MOUNTAIN is required to delay commencement of the work or if, upon embarking upon its work, CHALK MOUNTAIN is required to stop or interrupt the progress of its work as a result of changes in the scope of work requested by the Property owner or due to design alternatives requested by property owner, lack of timely payment of invoices, or other causes beyond the direct reasonable control of CHALK MOUNTAIN, additional charges will be applicable and payable by Property owner. No further work shall be offered until all past due and current invoices for this work are paid in full.

16. RESPONSIBILITY: Work shall not include determining, supervising, or implementing the means, methods, techniques, sequences or procedures pertaining to design, construction, management or other work products provided by any third party. Chalk Mountain shall not be responsible for evaluating, reporting or affecting job conditions concerning health, safety or welfare of third parties unless specifically tasked to do so within the Scope of Services of this proposal. Chalk Mountain’s work or failure to perform shall not in any way excuse any contractor, subcontractor or other third party from its performance in accordance with their contractual responsibilities. Chalk Mountain has no right or duty to manage, stop or control any aspect of a third party’s work.

17. REPRESENTATION: Chalk Mountain’s principals and staff cannot provide representation, liaison or any other effort pertaining to the sale or purchase of real estate, financial matters, legal matters, or any other matter with any third party unless said effort is specifically defined and included within the Scope of Services as stated herein.

18. VERBAL STATEMENTS / OPINIONS: Chalk Mountain’s findings are based upon engineered analysis of scientific data. We report these findings in written responses and reports.  Under no circumstance should verbal statements made by principals or staff members of Chalk Mountain be construed as findings of fact.  Chalk Mountain and its principals and staff members cannot be held responsible for verbal statements.

19. PAYMENT: Property owner shall pay any retainage amount as specified upon acceptance of this proposal and contract, prior to commencement of work. Client shall pay all invoices upon demand and per the terms as specified in Exhibit B. Client agrees to pay Chalk Mountain LLC’s cost of collection of all amounts due and unpaid after fifteen (15) days, including, but not limited to court costs and reasonable attorney’s fees. Our client agrees that should all amounts due remain unpaid after thirty (30) days, all work shall cease, and the contract shall be terminated at the discretion of Chalk Mountain LLC. Should termination occur, legal action and/or a mechanics lien will be placed upon property owned by client or the parties which client represents and constitute a release of CHALK MOUNTAIN from any and all claims which Client may have, whether in tort, contract or otherwise, and whether known or unknown at the time. Should Chalk Mountain take these actions, Chalk Mountain will provide an invoice to clients for all services not invoiced prior to stop of work notice.  The client is responsible for payment of all invoiced amounts prior to and after any stop of work notice, for effort required to respond to depositions, court cases and litigation support on behalf of client or other parties pertaining to the client or client’s project(s).

20. DISCOUNTS AND REFUNDS: Client acknowledges that all compensation paid to Chalk Mountain is “at risk” and is not subject to discounts or refunds due to cancellation of project, failure to obtain approval of engineering works prepared by Chalk Mountain from governing agencies or for any other cause or action taken against client or Chalk Mountain LLC.

21. ARBITRATION: Chalk Mountain LLC shall not be bound by any provision or agreement requiring or providing for arbitration of disputes or controversies arising out of this agreement, any provision wherein Chalk Mountain LLC waives any rights to a mechanic’s lien, or any provision conditioning Chalk Mountain LLC’s right to receive payment for its work upon payment to Client by any third party.

22. TERMINATION: Either party can terminate this contract without cause at any time. All amounts owed to Chalk Mountain LLC shall be paid by the client within ten calendar days as measured from the date of termination.

23. TRANSFER OF CONTRACT: This proposal/contract is not transferable to any third party.

24. WARRANTY: CHALK MOUNTAIN’ SERVICES WILL BE PERFORMED, ITS FINDINGS OBTAINED AND ITS REPORTS PREPARED IN ACCORDANCE WITH ITS PROPOSAL, CLIENT’S ACCEPTANCE THEREOF, THESE GENERAL CONDITIONS, AND WITH GENERALLY ACCEPTED PRINCIPLES AND PRACTICES.CHALK MOUNTAIN IS NOT BOUND OR LIABLE IN ANY WAY DUE TO REQUESTS AND DIRECTION GIVEN BY CLIENT OR GOVERNING AGENCIES THAT ARE UPON SUBSEQUENT INSPECTION IN ERROR, ILLEGAL OR DO NOT ADHERE TO ACCEPTABLE ENGINEERING PRACTICES. IN PERFORMING ITS PROFESSIONAL SERVICES. CHALK MOUNTAIN WILL USE THAT DEGREE OF CARE AND SKILL ORDINARILY EXERCISED UNDER THE SAME OR SIMILAR CIRCUMSTANCES BY MEMBERS OF THE PROFESSION. THIS WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES OR REPRESENTATIONS, EITHER EXPRESS OR IMPLIED. SHOULD CHALK MOUNTAIN OR ANY OF ITS PROFESSIONAL EMPLOYEES BE FOUND TO HAVE BEEN NEGLIGENT IN THE PERFORMANCE OF ITS WORK OR TO HAVE MADE AND BREACHED ANY EXPRESS OR IMPLIED WARRANTY, REPRESENTATION OR CONTRACT, CLIENT, ALL PARTIES CLAIMING THROUGH CLIENT AND ALL PARTIES CLAIMING TO HAVE IN ANY WAY RELIED UPON CHALK MOUNTAIN’ WORK AGREE THAT THE MAXIMUM AGGREGATE AMOUNT OF THE LIABILITY OF CHALK MOUNTAIN, IT’S OFFICERS, EMPLOYEES AND AGENTS SHALL BE LIMITED TO $1000.00. NOTWITHSTANDING THE FOREGOING, CHALK MOUNTAIN SHALL NOT BE LIABLE FOR CONSEQUENTIAL AND/OR EXEMPLARY DAMAGES. NO ACTION OR CLAIM, WHETHER IN TORT, CONTRACT, OR OTHERWISE, MAY BE BROUGHT AGAINST CHALK MOUNTAIN, ARISING FROM OR RELATED TO CHALK MOUNTAIN’S WORK MORE THAN ONE MONTH AFTER THE CESSATION OF CHALK MOUNTAIN’ WORK HEREUNDER.

25. INDEMNITY: Subject to the foregoing limitations, client agrees to indemnify and hold Chalk Mountain harmless from and against all claims, suits, costs and expenses including reasonable attorney’s fees and court costs.

26. ACCEPTANCE: Client’s acceptance of this proposal represents that the property owner agrees to all parts of this proposal as well as General Conditions. Additional work ordered by Property owner shall also be subject to these General Conditions. Property owner” refers to the person or business entity ordering the work to be performed by CHALK MOUNTAIN. If Property owner is ordering the work on behalf of another person or corporate entity, Property owner represents and warrants that it is the duly authorized agent of said party for the purpose of ordering and directing said work. Unless otherwise stated in writing, Property owner assumes sole responsibility for determining whether the quantity and the nature of the work ordered by the property owner is adequate and sufficient for Property owner’s intended purpose.

27. PROVISIONS SEVERABLE: The parties understand and agree that these General Conditions shall be enforced as written. In the event any provision of these General Conditions should be found to be unenforceable, such provision shall be stricken and the remaining provisions shall be enforceable, to the extent possible.