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ASSOCIATES <br />a <br />contained in the electronic file and that it accurately reflects the information needed by the <br />Client. Client shall not retransmit any electronic files, or any portion thereof, without including <br />this disclaimer as part of any such transmissions. In addition, Client agrees, to the fullest extent <br />permitted by law, to indemnify and hold harmless Olsson, its officers, directors, employees and <br />sub consultants against any and all damages, liabilities, claims or costs, including reasonable <br />attorney's and expert witness fees and defense costs, arising from any changes made by <br />anyone other than Olsson or from any reuse of the electronic files without the prior written <br />consent of Olsson. <br />7.3 Opinions of Cost <br />Since Olsson has no control over the cost of labor, materials, equipment or services furnished <br />by others, or over the Contractor(s)' methods of determining prices, or over competitive bidding <br />or market conditions, Olsson's opinions of probable Total Project Costs and Construction Cost <br />provided for herein are to be made on the basis of Olsson's experience and qualifications and <br />represent Olsson's best judgment as an experienced and qualified professional engineer, <br />familiar with the construction industry; but Olsson cannot and does not guarantee that <br />proposals, bids or actual Total Project or Construction Costs will not vary from opinions of <br />probable cost prepared by Olsson. If prior to the Bidding or Negotiating Phase Client wishes <br />greater assurance as to Total Project or Construction Costs, Client shall employ an independent <br />cost estimator as provided in paragraph 3.4.3. Olsson's services to modify the Contract <br />Documents to bring the Construction Cost within any limitation established by Client will be <br />considered Additional Services and paid for as such by Client. <br />0 7.4 Controlling Law and Venue <br />7.4.1 The parties agree that this Agreement and any legal actions concerning its validity, <br />interpretation or performance shall be governed by the laws of the State of Nebraska or the <br />State of the project locale. It is further agreed that any legal action between the parties arising <br />out of this Agreement or the performance of services shall be brought in a court of competent <br />jurisdiction in Nebraska or the project State locale. <br />7.5 Subconsultants <br />Olsson may utilize as necessary in its discretion Subconsultants and other subcontractors. <br />Olsson will be paid for all services rendered by its subconsultants and other subconsultants as <br />set forth in this Agreement. <br />7.6 Assignment <br />7.6.1 Client and Olsson each is hereby bound and the partners, successors, executors, <br />administrators and legal representatives of Client and Olsson (and to the extent permitted by <br />paragraph 7.6.2 the assigns of Client and Olsson) are hereby bound to the other party to this <br />Agreement and to the partners, successors, executors, administrators and legal representatives <br />(and said assigns) of such other party, in respect of all covenants, agreements and obligations <br />of this Agreement. <br />7.6.2. Neither Client nor Olsson shall assign, sublet or transfer any rights under or interest in <br />• (including, but without limitation, moneys that may become due or moneys that are due) this <br />Agreement without the written consent of the other, except to the extent that any assignment, <br />subletting or transfer is mandated by law or the effect of this limitation may be restricted by law. <br />Unless specifically stated to the contrary in any written consent to an assignment, no <br />Page 12 <br />