Equipment Installation Certificates

EQUIPMENT INSTALLATION CERTIFICATE AND AGREEMENT

Parties and Administrative Details

Recitals

WHEREAS, Contractor is engaged in the business of supplying and installing the equipment described in this Certificate and Agreement (Equipment) and represents that Contractor possesses the necessary qualifications, skill and licenses to perform the installation in a workmanlike manner;

WHEREAS, Client desires to purchase and have installed the Equipment at the installation location described below, and Contractor has agreed to install, test and commission the Equipment in accordance with the scope and terms set forth herein;

WHEREAS, the parties intend that this Certificate shall serve both as a formal certificate of installation and an enforceable commercial agreement governing payment, acceptance and liability between the parties.

Installation Details and Certification

Installation Location:

Installed On: Month Day Year

Installer Certification: The undersigned Contractor certifies that the Equipment described above was installed in accordance with the manufacturer's installation instructions, applicable codes and industry standards. All visible defects observed at the time of installation have been disclosed in writing to Client. Contractor further certifies that the following commissioning procedures were completed:

Scope of Work

Payment Terms

Payment Terms Certification: All amounts due under this Agreement are exclusive of taxes unless otherwise stated. Client agrees to pay Contractor the amounts set forth above in accordance with the payment schedule. Failure to remit payment when due shall entitle Contractor to suspend work and to collect interest and collection costs as provided herein.

Term and Termination

Agreement Effective Date: Month Day Year

Anticipated Completion Date: Month Day Year

Either party may terminate this Agreement for material breach by the other party upon written notice if the breach is not cured within the notice period specified above. Termination shall not relieve Client of payment obligations for work performed and equipment supplied prior to termination.

Confidentiality

Each party acknowledges that during performance of work hereunder it may receive Confidential Information of the other party. "Confidential Information" means non-public information disclosed in connection with this Agreement, including specifications, pricing, trade secrets and other technical or commercial information. Each party agrees to (a) hold Confidential Information in strict confidence, (b) use Confidential Information solely for performance under this Agreement, and (c) limit disclosure of Confidential Information to personnel with a need to know who are bound by confidentiality obligations at least as protective as those contained herein. Confidential Information does not include information that is or becomes publicly available through no breach of this Agreement or that is independently developed by the receiving party.

Liability and Warranty Notices

Contractor warrants that installation services will be performed in a competent, professional manner consistent with industry standards. EXCEPT FOR THE FOREGOING LIMITED WARRANTY, CONTRACTOR DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED. Contractor's liability for breach of this Agreement, whether in contract, tort or otherwise, shall be limited to direct damages and shall not exceed the total contract price paid by Client for the installation. NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES.

Governing Law; Entire Agreement

Governing Law: This Agreement 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 Certificate and Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, proposals, representations and agreements, whether written or oral. Any amendment or modification must be in writing and signed by both parties.

Acceptance and Final Certification

Client Acceptance: By signing below, Client acknowledges receipt of this Equipment Installation Certificate, accepts the installation as performed subject to any recorded exceptions, and authorizes final payment in accordance with the Payment Terms unless express written defects are noted and delivered to Contractor within seven (7) calendar days following the date of Client signature below.

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