Awning Service Contract

Awning Service Contract

This Awning Service Contract (the Agreement) is entered into as of by and between Contractor Name: and Client Name: .

Recitals

WHEREAS, Contractor is duly licensed, bonded and qualified to provide awning inspection, repair, maintenance and installation services and represents that it has the skill and experience necessary to perform the services described in this Agreement; and

WHEREAS, Client desires to engage Contractor to provide awning services at the premises located at (Premises) under the terms and conditions set forth below; and

WHEREAS, Contractor agrees to perform the services described in this Agreement and Client agrees to pay Contractor for such services in accordance with the Payment Terms herein.

Scope of Work

Contractor shall perform the following work at the Premises. All work shall be performed in a professional manner consistent with industry standards. Specific tasks, materials, locations and measurable deliverables are to be described below:

Materials, Workmanship and Warranty

Contractor shall provide all labor, materials, equipment and supervision necessary to perform the Scope of Work except as otherwise expressly provided. Materials supplied by Contractor shall be new unless otherwise agreed in writing. Contractor warrants that work performed shall be free from defects in workmanship for a period of months from the date of final acceptance, subject to normal wear and tear, misuse, or damage from external causes.

Payment Terms

Total Contract Price: $. Payment shall be made in accordance with the schedule below.

Late Payment: If any payment is not received by Contractor within days of its due date, Client shall pay a late fee of or the maximum lawful rate, whichever is less, plus all costs of collection including reasonable attorneys' fees.

Term and Termination

Commencement Date: . Expected Completion Date: .

This Agreement shall continue until completion of the Scope of Work and final payment unless earlier terminated in accordance with this Section. Either party may terminate this Agreement for material breach if the breaching party fails to cure such breach within days after receipt of written notice. Additionally, either party may terminate for convenience upon days' prior written notice; if Client terminates for convenience, Client shall pay Contractor for all work performed and materials ordered to date plus reasonable demobilization costs.

Access, Permits and Site Conditions

Client shall provide Contractor with access to the Premises during normal business hours, a safe work area, and any required permissions or permits. Contractor shall notify Client of any concealed conditions that may affect performance. Unforeseen site conditions entitling Contractor to equitable adjustment shall be documented and agreed in a Change Order.

Insurance and Indemnification

Contractor shall maintain at its own expense commercial general liability insurance, workers' compensation, and automobile liability insurance in amounts customary for the industry. Contractor shall provide certificates of insurance upon request. Contractor agrees to indemnify, defend and hold harmless Client and its officers, directors and agents from and against all claims, liabilities, losses, damages and expenses (including reasonable attorneys' fees) arising out of Contractor's negligent acts or omissions in the performance of the Scope of Work, except to the extent directly caused by Client's negligence or willful misconduct.

Confidentiality

During the term of this Agreement and for a period of three (3) years thereafter, each party shall hold in confidence and shall not disclose to any third party any nonpublic information concerning the other party's business or the terms of this Agreement, except to the extent disclosure is required by law or to advisors who are bound by confidentiality obligations. Confidential information shall not include information that is or becomes publicly available through no fault of the receiving party.

Force Majeure

Neither party shall be liable for delays or failures in performance caused by events beyond its reasonable control, including but not limited to acts of God, storms, floods, strikes, pandemics, government actions, or shortages of materials. A party claiming force majeure shall provide prompt written notice and shall use commercially reasonable efforts to mitigate the effect of the event.

Limitation of Liability

Except for Contractor's indemnification obligations and willful misconduct, neither party shall be liable to the other for consequential, incidental, punitive or special damages. Contractor's aggregate liability arising out of or related to this Agreement shall not exceed the total amounts paid by Client to Contractor under this Agreement.

Inspection and Acceptance

Upon completion of the work, Client shall inspect the work within days and shall either accept the work or provide written notice of any deficiencies. Contractor shall promptly correct any deficiencies identified in a timely manner at no additional cost where deficiencies are due to faulty workmanship.

Taxes

Client shall be responsible for any sales, use or similar taxes associated with the goods or services supplied under this Agreement, unless Contractor is required to collect such taxes, in which case Client shall pay such taxes as invoiced.

Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of law principles. The parties shall attempt in good faith to resolve any dispute arising out of or relating to this Agreement by negotiation. Any dispute that cannot be resolved by negotiation shall be resolved in the state or federal courts located in the county where the Premises are situated, and the parties hereby submit to the exclusive jurisdiction of such courts.

Entire Agreement and Amendments

This Agreement, including any exhibits and Change Orders executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations and understandings. This Agreement may be amended only by a written instrument signed by both parties.

Notices

The parties' addresses for notice shall be the addresses set forth above or such other address as either party may designate by written notice to the other.

Miscellaneous

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall continue in full force and effect. The parties are independent contractors, and nothing in this Agreement creates a partnership, joint venture, or employment relationship. Headings are for convenience only and shall not affect interpretation.

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