Door and Glass Service Agreement

DOOR AND GLASS SERVICE AGREEMENT

This Door and Glass Service Agreement ("Agreement") is entered into by and between:

Client Name:    Service Provider Name:

Effective Date:    Agreement Location:

RECITALS

WHEREAS, Client desires to obtain professional services for installation, repair, replacement and maintenance of doors and glass components at the Agreement Location; and

WHEREAS, Service Provider is duly qualified, licensed and experienced in performing door and glass services and agrees to perform such services in accordance with the terms of this Agreement; and

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

SCOPE OF WORK

Service Provider shall furnish all labor, materials, equipment and supervision necessary to perform the services described below. The scope shall include but is not limited to the following items:

Any change to the scope that materially affects price or schedule will require a written change order signed by both parties prior to commencement of the changed work.

PAYMENT TERMS

Contract Price: Client shall pay Service Provider the total amount set forth below for full performance of the Scope of Work.

Invoices are payable within days of Client's receipt. Past due amounts shall accrue interest at a rate of % per month (or the maximum lawful rate) and Client shall be responsible for reasonable collection costs and attorneys' fees.

All payments shall be made in United States Dollars by check, electronic transfer or other mutually agreed method. Service Provider shall itemize materials and labor on each invoice. Disputed portions of invoices shall be stated in writing and the undisputed portion shall be paid when due.

TERM AND TERMINATION

Term: This Agreement shall commence on and continue until unless earlier terminated in accordance with this section.

Either party may terminate this Agreement for convenience upon providing the other party with not less than days' prior written notice. Either party may terminate for material breach if the breaching party fails to cure the breach within days after written notice of such breach.

Upon termination, Client shall pay Service Provider for all work performed and materials furnished to the date of termination, together with any reasonable demobilization or restocking costs, less any lawful offsets.

CONFIDENTIALITY

Each party acknowledges that during performance of this Agreement it may receive Confidential Information of the other party. "Confidential Information" means non-public business and technical information disclosed in tangible or intangible form. 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 not less than reasonable care; (b) use Confidential Information solely to perform its obligations under this Agreement; and (c) not disclose Confidential Information to any third party except to employees or agents who have a need to know and who are bound by confidentiality obligations at least as restrictive as those herein.

Confidential Information does not include information that is or becomes generally available to the public through no fault of the receiving party, was rightfully known prior to disclosure, was independently developed without reference to the Confidential Information, or is required to be disclosed by law or regulation (provided the disclosing party is given prompt notice and an opportunity to seek protective measures).

INSURANCE, WARRANTIES AND LIABILITY

Service Provider shall maintain, at its expense, commercial general liability insurance and workers' compensation as required by applicable law. Upon request, Service Provider shall provide certificates evidencing such coverage. Service Provider warrants that services will be performed in a workmanlike manner and materials will be of good quality. Warranty remedies shall be limited to repair or replacement of defective work at Service Provider's option for a period of from completion.

EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH ABOVE, THE PARTIES DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NEITHER PARTY SHALL BE LIABLE FOR SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, AND EACH PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNTS PAID OR PAYABLE TO SERVICE PROVIDER UNDER THIS AGREEMENT.

ACCESS, SAFETY AND PERMITS

Client shall provide Service Provider with reasonable access to the premises and shall secure any permissions or permits required for work that are the responsibility of the owner. Service Provider shall comply with applicable safety and building codes and shall promptly notify Client of any hazardous conditions encountered. Keys, access codes or security arrangements provided by Client shall be used solely for performance of the Work and returned upon completion.

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to choice of law principles. The parties agree to attempt in good faith to resolve disputes promptly by negotiation. If negotiation fails, disputes shall be resolved by binding arbitration conducted in the county where the Agreement Location is situated, before a single arbitrator under the rules of the selected arbitration forum; judgment upon the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

ENTIRE AGREEMENT

This Agreement, including all exhibits and signed change orders, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and understandings, whether written or oral. No amendment or modification of this Agreement shall be binding unless in writing and signed by both parties.

MISCELLANEOUS

Assignment: Neither party may assign this Agreement without the prior written consent of the other, except that Service Provider may assign receivables. Notices shall be in writing and delivered to the addresses set forth below. If any provision is held invalid, the remainder of the Agreement shall remain in full force and effect.

ACKNOWLEDGMENT

The undersigned representatives warrant that they are authorized to enter into this Agreement on behalf of the party for whom they sign and that they have read, understand and agree to be bound by all terms and conditions herein.

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