Capital Improvement Project Proposal

Capital Improvement Project Proposal

Parties and Proposal Identification

Owner Name:

Proposer / Contractor Name:

Project Title:

Project Location:

Proposal Number:     Proposal Date:

Recitals

WHEREAS, Owner intends to undertake capital improvements at the project location described above for the purpose of improving facility utility, longevity, and compliance with applicable standards; and

WHEREAS, Contractor represents that Contractor has the qualifications, experience and resources necessary to perform the capital improvement services described in this Proposal in accordance with industry standards and applicable law; and

WHEREAS, Owner and Contractor desire to set forth the scope, cost estimate, schedule, and terms upon which Contractor will perform the work described in this Proposal.

Scope of Work

Project Schedule

Anticipated Start Date:     Anticipated Substantial Completion Date:

Budget and Payment Terms

Estimated Total Project Cost: $

Initial Deposit Required: $     Retainage (%):     Late Payment Fee:

All amounts are estimates. Final compensation will be adjusted only by written change order signed by both parties that specifies cost and schedule impact. Contractor will invoice per the payment schedule above; Owner shall remit payment within days of invoice receipt.

Change Orders

All changes to scope, materials, or schedule shall be effectuated only by written change order executed by authorized representatives of Owner and Contractor. Change orders shall state the change in scope, adjustment to cost, and adjustment to schedule. Contractor shall not be required to perform work beyond the written scope without an executed change order.

Permits, Approvals and Regulatory Compliance

Responsibility for obtaining permits and approvals: Contractor Owner

Contractor shall perform work in compliance with applicable codes and regulations. If Owner is responsible for permits, Owner will secure them promptly; delays attributable to Owner permit procurement shall extend the schedule and may increase cost.

Warranties, Insurance, and Indemnification

Contractor warrants that work will be performed in a professional manner, consistent with industry standards, and free from defects in workmanship for a period of from substantial completion. Manufacturer warranties on materials, if any, shall be assigned to Owner to the extent permitted by the manufacturer.

Contractor shall maintain commercial general liability and workers' compensation insurance in amounts sufficient for the work contemplated. Contractor agrees to indemnify and hold harmless Owner from liabilities arising from Contractor's negligent performance, except to the extent caused by Owner's negligence or willful misconduct.

Confidentiality

The parties acknowledge that during performance, either party may disclose confidential or proprietary information. Each party shall hold such information in confidence and shall not disclose it to third parties except as necessary to perform the work or as required by law. This obligation shall survive termination of this Proposal for a period of .

Term and Termination

This Proposal shall commence on the date of acceptance by Owner and shall continue until completion of the work or until terminated in accordance with this section. Commencement Date: . Estimated End Date:

Either party may terminate this Proposal for cause upon written notice if the other party fails to cure a material breach within days after receipt of notice. Owner may terminate for convenience upon days' written notice to Contractor; in such event Contractor shall be entitled to payment for work performed, reasonable demobilization costs, and documented costs incurred as of termination.

Governing Law and Dispute Resolution

This Proposal shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of law principles. The parties shall attempt in good faith to resolve disputes through negotiation; if unresolved, disputes shall be resolved by binding arbitration in the county where the project is located, subject to the rules agreed upon by the parties.

Entire Agreement

This Proposal, together with any exhibits, schedules, and executed change orders, constitutes the entire agreement between Owner and Contractor with respect to the subject matter hereof and supersedes all prior negotiations, representations, or agreements, whether written or oral. No amendment shall be effective unless in writing and signed by both parties.

Acknowledgment

The undersigned represent and warrant that they are authorized to execute this Proposal and bind the party on whose behalf they sign.

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