Business Trim Proposal

BUSINESS TRIM PROPOSAL

Recitals

WHEREAS Service Provider: , a business engaged in commercial and finish trim services, having principal business address ;

AND WHEREAS Client Name: , with project location at (the "Project");

NOW, THEREFORE, in consideration of the mutual promises contained herein, Service Provider and Client (each a "Party" and collectively the "Parties") agree as follows.

Scope of Work

Service Provider shall furnish all labor, materials, tools, equipment, supervision and services necessary to perform trim, molding, casing, baseboard, and related finish carpentry work at the Project in accordance with the specifications and standards described below. Work includes fabrication, installation, finishing, and protective treatments as specified.

Pricing and Payment Terms

Payments shall be made to Service Provider in accordance with the payment schedule above. All amounts are due net thirty (30) days from invoice unless otherwise specified. In the event any payment is not made when due, Client shall pay a late fee of of the overdue balance per month, compounded monthly, until paid in full.

Schedule and Completion

Estimated start date: . Estimated completion date: .

Service Provider will use commercially reasonable efforts to meet the estimated schedule. Delays caused by Client, inclement weather, material lead times, or other events beyond Service Provider's control shall extend the schedule by the duration of the delay.

Change Orders

Any additions, deletions or modifications to the Scope of Work shall be implemented only by a written change order signed by both Parties. Change orders shall include a description of the work, adjustments to the contract amount, and any schedule changes.

Term and Termination

This Proposal shall become effective on the date of Client's acceptance below and shall continue until completion of the Scope of Work or earlier termination in accordance with this Section. Effective date: .

Either Party may terminate this Proposal for material breach by the other Party upon written notice and a thirty (30) day opportunity to cure such breach. Either Party may terminate for convenience upon providing days' written notice. Upon termination, Client shall pay Service Provider for work performed and materials purchased up to the effective date of termination.

Confidentiality

Each Party shall hold in confidence all proprietary, technical, commercial and other non-public information disclosed by the other Party in connection with this Proposal (collectively, "Confidential Information"). Confidential Information shall not include information that (i) is or becomes publicly available other than by breach of this Proposal; (ii) was rightfully in the receiving Party's possession prior to disclosure; or (iii) is rightfully obtained by the receiving Party from a third party without restriction. The receiving Party shall use Confidential Information solely for performance under this Proposal and shall not disclose such information except to employees, subcontractors or advisors with a need to know and subject to confidentiality obligations at least as protective as those herein.

Insurance, Indemnity and Liability

Service Provider shall maintain commercially reasonable liability and workers' compensation insurance for the performance of the Work. To the fullest extent permitted by law, each Party shall indemnify, defend and hold harmless the other Party from claims, liabilities, damages and expenses arising from its negligence or willful misconduct in connection with this Proposal. Except for liability arising from willful misconduct or gross negligence, neither Party shall be liable to the other for consequential, incidental or special damages.

Warranty

Service Provider warrants that labor performed shall be free from defects in workmanship for a period of from date of substantial completion. Manufacturer warranties for materials, if any, shall be passed through to Client. This warranty does not cover damage due to misuse, abuse, normal wear and tear, or modifications by others.

Governing Law

This Proposal shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law rules.

Entire Agreement

This Proposal, including any attached exhibits and executed change orders, constitutes the entire agreement between the Parties with respect to the subject matter hereof, and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, whether written or oral. No amendment shall be effective unless in writing and signed by both Parties.

Acceptance

By signing below, Client accepts this Business Trim Proposal and authorizes Service Provider to proceed with the work in accordance with the terms set forth herein. Acceptance of this Proposal may be evidenced by a signed copy, an electronic signature, or an authorized purchase order referencing this Proposal.

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