Bid Proposal Contract Template

BID PROPOSAL CONTRACT

Proposal Date:    Bid Number:

Parties

Recitals

WHEREAS, Bidder possesses experience, personnel, equipment and the technical capability to perform the work described in this Proposal for the Project known as: ; and

WHEREAS, Client desires to retain Bidder to perform the work described below in accordance with the terms and conditions set forth in this Bid Proposal Contract; and

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the parties agree as follows.

Scope of Work

Bidder shall furnish all labor, materials, equipment, supervision, permits and incidental services necessary to complete the work described below. The Scope of Work includes, at minimum, the tasks, deliverables and performance standards set forth in this section and any attachments incorporated by reference.

Bid Amount and Payment Terms

Deposit / Mobilization Amount:    Payment Due Within (days):

Late Payment Charge: If any undisputed invoice is not paid within the time specified, interest shall accrue at a rate of or the maximum rate permitted by law, whichever is lower.

Term and Termination

Contract Start Date:    Expected Completion Date:

Either party may terminate this Agreement for material breach by the other party if the breach remains uncured for a period of days after written notice specifying the breach. Client may also terminate for convenience upon days' written notice, subject to payment for work performed and demobilization costs.

Confidentiality

Each party acknowledges that it may receive Confidential Information from the other. "Confidential Information" means non-public business, technical and financial information disclosed in connection with this Agreement. Each party shall: (a) hold Confidential Information in confidence using at least the same degree of care it uses to protect its own confidential information but no less than reasonable care; (b) use Confidential Information solely for performance under this Agreement; and (c) not disclose Confidential Information to any third party except as required to perform obligations hereunder or as required by law, provided that, to the extent permitted, the receiving party gives prompt written notice to the disclosing party and cooperates to seek protective orders or confidential treatment. Confidentiality obligations shall survive termination for a period of three (3) years.

Representations, Warranties and Liability

Bidder represents and warrants that it has the full right, power and authority to enter into and perform this Agreement, and that the services will be performed in a professional and workmanlike manner consistent with industry standards. Except for liability resulting from gross negligence or willful misconduct, neither party shall be liable to the other for consequential, incidental or punitive damages. Aggregate liability shall not exceed the total amount paid to Bidder under this Agreement for the services giving rise to the claim.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of laws principles.

Entire Agreement

This Agreement, together with any appendices, attachments or documents expressly incorporated herein by reference, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous negotiations, representations, understandings and agreements, whether written or oral. Any amendment or modification must be in writing and executed by authorized representatives of both parties.

Acceptance

The parties agree that execution of this Bid Proposal Contract by authorized representatives evidences acceptance of the terms and constitutes a binding agreement. Additional or conflicting terms proposed by either party in any purchase order, invoice or other document are hereby rejected unless expressly agreed in writing.

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