CADD AND ELECTRONIC FILES
 
By accepting the accompanying electronic files, the receiving party acknowledges David Miller/Associates, Inc. (DM/A) drawings and specifications, including all documents on electronic media, as instruments of  DM/A’s professional service.  The receiving party shall not reuse or make or permit to be made any modification to the drawings and specifications without the prior written authorization of DM/A.  The Client agrees to waive any claim against DM/A arising from any unauthorized transfer, reuse or modification of the drawings and specifications.

Because information conveyed electronically can be modified, unintentionally or otherwise, we reserve the right to remove all indicia of ownership and/or involvement by DM/A from the electronic files.

Electronic files furnished by DM/A shall be subject to an acceptance period of thirty (30) days during which the receiving party agrees to perform appropriate acceptance tests.  The receiving party shall notify DM/A of any discrepancies or errors detected within the acceptance period.  After the acceptance period the electronic files shall be deemed to be accepted and DM/A shall have no obligation to correct errors or maintain electronic files.

The receiving party should be aware that differences may exist between the electronic files delivered and the printed hard-copy construction documents.  In the event of a conflict between the signed or sealed hard-copy construction documents prepared by DM/A and electronic files, the signed or sealed hard-copy construction documents shall govern.

In addition, the receiving party agrees, to the fullest extent permitted by law, to indemnify and hold harmless DM/A, its officers, directors, employees and subconsultants against all damages, liabilities or costs, including reasonable attorneys’ fees and defense costs, arising from any changes made by anyone other than DM/A or from any transfer or reuse of the electronic files without the prior written consent of DM/A.

Under no circumstances shall delivery of the electronic files for use by the receiving party be deemed a sale by DM/A, and DM/A makes no warranties, either express or implied, of merchantability and fitness for any particular purpose.  In no event shall DM/A be liable for any loss of profit or any consequential damages as a result of the receiving party’s use or reuse of the electronic files.