CAD_TRANSFER_AGREEMENT_Furniture_Plans_620_signed_DPW.pdf

TRANSFER AGREEMENT FOR DRAWING DESIGN FILES

AGREEMENT made as of the date: February 8, 2019

BETWEEN the Party transmitting the Drawing And the Party receiving the Drawing Design Files, Design Files, or the “Transmitting Party”: or the “Receiving Party”:

Company Name DPW EDB Company Name _________________________ Company Address 1480 Veteran’s Parkway Company Address _________________________ Fort Stewart, Ga. 31314 _________________________ Company Phone -N/A____ ___ Company Phone _________________________ Company Fax -N/A_____________ Company Fax _________________________ Compnay Website N/A ___ Company Website _________________________

For the following project:

Design Project Number (if known): WG-33-8J FS3670 Project Title: Renovate Building 620 (Furniture) Address: Building 620 City/State: Fort Stewart, Ga. 31314

In consideration of the following promises exchanged, the Parties agree as follows:

DRAWING DESIGN FILES to be transferred:

DGN copies of furniture layout plans, electrical plans and data plans.

All files will be in both native electronic format as well as PDF.

The transfer and use of the manipulable/writable files listed above is subject to the following terms of use, hereinafter called the “TRANSFER AGREEMENT.” All rights not expressly granted herein are reserved.

wheras the “OWNER” of the above reference project has requested that the Transmitting Party make copies of the ELECTRONIC DESIGN DRAWING FILES available to the Receiving Party, in electronic form, hereinafter called “ELECTRONIC DRAWING FILES”' for purposes of FURNITURE Installation Coordination; and whereas, the ELECTRONIC DRAWING FILES were developed by the Transmitting Party and/or its consultants for its use in preparation of paper construction documents for the above-referenced project, hereinafter referred to as the 'Project'; and whereas, Receiving Party understands that the ‘Project’ was designed under applicable UFC, municipal and building codes under effect during the time of its design and/or construction, and Receiving Party also understands that any changes to UFC, municipal or building codes since that time will not be reflected in the ELECTRONIC DRAWING FILES, and whereas, Receiving Party understands that if the ‘Project’ was constructed, there may be deviations between the as-built dimensions in the field and the ELECTRONIC DRAWING FILES, and the Receiving Party also understands that it will be the responsibility of the Receiving Party to verify field conditions; and whereas, Transmitting Party retains all copyrights for the above-referenced project; and whereas, Receiving Party understands and acknowledges that the “transferred” ELECTRONIC DRAWING FILES were not created or intended for direct “re-use” as construction documents, and after the ELECTRONIC DRAWING FILES are provided they can deteriorate undetected, can be modified without the Transmitting Party's knowledge, may not be readable by Receiving Party or by third parties, and the original ELECTRONIC DRAWING FILES may be modified by the Transmitting Party after the ELECTRONIC DRAWING FILES are transferred pursuant to the protocol described in this Transfer Agreement, any of which circumstance could cause damage or loss to Receiving Party; and whereas, Receiving Party understands and acknowledges that these risks are inherent with any use of the ELECTRONIC DRAWING FILES and that use of the ELECTRONIC DRAWING FILES will save the Receiving Party considerable time and expense in the coordination and management of the Project, which represents good and valuable consideration for the following indemnification and release;

therefore, in consideration of the Transmitting Party’s agreement to transfer the ELECTRONIC DRAWING FILES to the Receiving Party for FURNITURE Installation Coordination, hereinafter called ‘Reference Uses,’

RECEIVING PARTY AGREES, JOINTLY AND SEVERALLY, TO THE FULLEST EXTENT PERMITTED BY LAW, TO RELEASE, INDEMNIFY, AND DEFEND THE TRANSMITTING PARTY, ITS OFFICERS, SHAREHOLDERS, EMPLOYEES AND CONSULTANTS, COLLECTIVELY CALLED ‘INDEMNITEES,’ FROM ANY AND ALL CLAIMS, DEMANDS, SUITS, LIABILITIES, LOSSES, DAMAGES, AND COSTS, INCLUDING BUT NOT LIMITED TO ATTORNEYS’ FEES, EXPERT WITNESS FEES, AND COURT COSTS, CALLED ‘LIABILITIES,’ ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY USE OF THE ELECTRONIC FILES PROVIDED BY THE TRANSMITTING PARTY PURSUANT TO THIS AGREEMENT RELATED TO REFERENCE USES ON A COMPARATIVE RESPONSIBILITY BASIS. WITH REGARD TO THE DRAWING USES, THE FOREGOING RELEASE AND INDEMNIFICATION SHALL APPLY TO ANY LIABILITIES ARISING FROM OR IN ANY WAY CONNECTED WITH ANY USE OF THE ELECTRONIC FILES PROVIDED BY THE TRANSMITTING PARTY, WHETHER OR NOT CAUSED IN WHOLE OR IN PART BY THE SOLE OR COMPARATIVE NEGLIGENCE, STRICT LIABILITY OR OTHER

FAULT OF ANY OF THE INDEMNITEES.

RECEIVING PARTY ACKNOWLEDGES THAT THE TRANSFER OF ELECTRONIC FILES IS A SERVICE AND SHALL NOT CONSTITUTE A SALE OF GOODS; AND, THE TRANSMITTING PARTY MAKES NO WARRANTY, EXPRESS OR IMPLIED, OF MERCHANTABILITY OR FITNESS FOR ANY PURPOSE IN CONNECTION WITH THE SERVICE OF PROVIDING ACCESS TO, AND THE TRANSFER OF, THE ELECTRONIC FILES, OR THAT THE ELECTRONIC FILES WILL BE USABLE OR ACCURATE, WHICH WARRANTIES AND REPRESENTATIONS ARE EXPRESSLY DISCLAIMED.

RECEIVING PARTY AGREES TO THE TERMS AND CONDITIONS OF ACCESS TO, AND USE OF, THE ELECTRONIC

DRAWING FILES

Transmitting Party (Signature) Receiving Party (Signature)

Alethia Canady, PM DPW EDB (Printed name and title) (Printed Name and Title)