2026 7 13 Work Session PACKET Council

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July 7, 2026, Page 11 
kimley-horn.com 537 Market Street, Suite 202 Chattanooga, TN 37402 423 266 3501 
 
professional errors or omissions, strict liability or breach of contract or any warranty, express 
or implied, of Kimley-Horn or Kimley-Horn's officers, directors, employees, agents, 
and subconsultants, shall not exceed twice the total compensation received by Kimley-
Horn under this Agreement or $50,000, whichever is greater.  An increase to this limitation of 
liability may be negotiated for additional fee. This Section is intended solely to limit the 
remedies available to the Client or those claiming by or through the Client, and nothing in this 
Section shall require the Client to indemnify Kimley-Horn.  
  
11. Mutual Waiver of Consequential Damages. In no event shall either party be liable to the 
other for any consequential, incidental, punitive, or indirect damages including but not limited 
to loss of income or loss of profits.  
  
12. Professional Liability Insurance. Kimley-Horn will maintain a professional liability insurance 
policy for the Services provided by Kimley-Horn during the course of this Agreement.   
  
13. Construction Costs. Under no circumstances shall Kimley-Horn be liable for extra costs or 
other consequences due to changed or unknown conditions or related to the failure of 
contractors to perform work in accordance with the plans and specifications. Kimley-
Horn shall have no liability whatsoever for any costs arising out of the Client’s decision to 
obtain bids or proceed with construction before Kimley-Horn has issued final, fully approved 
plans and specifications. The Client acknowledges that all preliminary plans are subject to 
substantial revision until plans are fully approved and all permits obtained.       
  
14. Certifications. All requests for Kimley-Horn to execute certificates, lender consents, or other 
third-party reliance letters must be submitted to Kimley-Horn at least 14 days prior to the 
requested date of execution.  Kimley-Horn shall not be required to execute certificates, 
consents, or third-party reliance letters that are inaccurate, that relate to facts of 
which Kimley-Horn does not have actual knowledge, or that would cause Kimley-Horn to 
violate applicable rules of professional responsibility.  
  
15. Dispute Resolution. All claims arising out of this Agreement or its breach shall be submitted 
first to mediation in accordance with the American Arbitration Association as a condition 
precedent to litigation.  Any mediation or civil action by Client must be commenced within one 
year of the accrual of the cause of action asserted but in no event later than allowed by 
applicable statutes.  
  
16. Hazardous Substances and Conditions. Kimley-Horn shall not be a custodian, transporter, 
handler, arranger, contractor, or remediator with respect to hazardous substances and 
conditions. Kimley-Horn's Services will be limited to analysis, recommendations, and 
reporting, including, when agreed to, plans and specifications for isolation, removal, or 
remediation. Kimley-Horn will notify the Client of unanticipated hazardous substances or 
conditions of which Kimley-Horn actually becomes aware. Kimley-Horn may stop affected 
portions of its Services until the hazardous substance or condition is eliminated.    
 
  
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