Duct System Installation

DUCT SYSTEM INSTALLATION AGREEMENT

This Duct System Installation Agreement ("Agreement") is entered into by and between:

Client Name:

Contractor Name:

RECITALS

WHEREAS, Client desires to engage Contractor to supply labor, materials and services necessary to install, modify or replace ductwork and associated components at the premises described above; and

WHEREAS, Contractor represents that it possesses the skill, experience, licenses and insurance necessary to perform duct system installation in accordance with applicable building codes and industry standards; and

WHEREAS, the parties agree that the terms set forth in this Agreement shall govern the performance, payment and acceptance of such work.

SCOPE OF WORK

Contractor shall furnish all labor, materials, equipment and supervision necessary to complete the duct system installation described below. Work shall include design review, site preparation, material procurement, installation, sealing, connections to existing HVAC equipment, balancing, cleanup and final testing.

PAYMENT TERMS

The total contract price for the Work described in this Agreement is:

Final payment shall be due upon substantial completion and acceptance by Client, subject to any retained amounts for punchlist items identified in the final inspection.

TERM AND TERMINATION

Work under this Agreement shall commence on: Month Day Year .

Expected completion date: Month Day Year .

Either party may terminate this Agreement for material breach if the breaching party fails to cure within the notice period above. Termination for convenience by Client requires payment for work performed, materials procured and reasonable demobilization costs.

CONFIDENTIALITY

Each party shall hold in confidence and not disclose to third parties any Confidential Information disclosed by the other party in connection with this Agreement. Confidential Information includes technical data, trade secrets, pricing, proposal terms and any non-public business or operational information. The obligations of confidentiality do not apply to information which: (a) is or becomes publicly known through no fault of the receiving party; (b) is rightfully received from a third party without restriction; (c) is independently developed without use of the disclosing party's Confidential Information; or (d) is required to be disclosed by law, provided the disclosing party is given prompt notice and opportunity to seek protective measures.

COMPLIANCE, PERMITS AND INSURANCE

Contractor shall comply with all applicable building codes, safety regulations and manufacturer instructions. Contractor is responsible for obtaining required permits unless the parties expressly allocate such responsibility otherwise in writing. Contractor shall maintain general liability and workers' compensation insurance sufficient for the work and shall provide proof of insurance upon Client's request.

ACCEPTANCE, WARRANTY AND FINAL INSPECTION

Upon completion, Contractor shall notify Client for final inspection. Acceptance shall be evidenced by Client's written sign-off or failure to provide a written punchlist within seven (7) calendar days following notification. Contractor warrants workmanship for a period of one (1) year from the date of final acceptance, subject to normal wear and tear and misuse. Manufacturer warranties for materials shall be passed through to Client to the extent assignable.

GOVERNING LAW; DISPUTE RESOLUTION

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. The parties shall attempt in good faith to resolve disputes by negotiation and, if unsuccessful, by non-binding mediation prior to commencing litigation.

ENTIRE AGREEMENT

This Agreement, including any attachments, specifications and written change orders executed by the parties, constitutes the entire agreement between Client and Contractor with respect to the subject matter and supersedes all prior negotiations, representations and agreements, whether written or oral. No modification of this Agreement shall be effective unless in writing and signed by both parties.

MISCELLANEOUS

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. Headings are for convenience only and do not affect interpretation. Time is of the essence with respect to the schedule and completion obligations set forth herein.

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