Gas IDF Document

GAS IDF DOCUMENT

This General Business Agreement (the "Agreement") for provision of Gas Installation Data and Field services (Gas IDF Document) is entered into by and between:

Effective Date: .

WHEREAS

WHEREAS, Client requires detailed installation data, field verification, and certification for gas-related equipment and associated pipeline interfaces (collectively, the "Services"); and

WHEREAS, Contractor has the technical expertise, personnel, tools and certifications necessary to perform Gas IDF Services in accordance with applicable industry standards, codes and the terms set forth in this Agreement; and

WHEREAS, the parties desire to set forth the scope, payment, term, confidentiality, and other material terms governing the engagement.

SCOPE OF WORK

Gas Type: Natural Gas Propane Other

Design Pressure:    Flow Rate:

ATTACHMENTS & FIELD DELIVERABLES

Attachments to be provided by Contractor prior to final acceptance:

As-built drawings
Technical specifications
Certification and test reports
Other

PAYMENT TERMS

Invoices shall be submitted by Contractor to Client and are due within days of receipt. Late payments shall incur a late fee of % per month on the outstanding balance, compounded monthly, or the maximum permitted by law, whichever is less.

TERM AND TERMINATION

Term Commencement Date: . Estimated Completion Date: .

Either party may terminate this Agreement for convenience upon providing written notice to the other party at least days prior to the effective termination date. Termination for cause may be effected immediately if the non‑breaching party provides written notice and the breaching party fails to cure the breach within 10 days of receipt of such notice, or sooner where required to prevent imminent risk to health, safety, property or the environment.

CONFIDENTIALITY

Each party acknowledges that in connection with the Services it may receive Confidential Information of the other party. Confidential Information means non-public information disclosed in any form that is designated confidential or that, by its nature, a reasonable person would understand to be confidential. Receiving party shall (a) use Confidential Information only to perform its obligations under this Agreement; (b) protect Confidential Information with at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care; and (c) not disclose Confidential Information to any third party except to employees, agents or subcontractors who need to know and who are bound by confidentiality obligations no less protective than those set forth herein.

Confidentiality obligations do not apply to information that (i) is or becomes publicly known other than through the receiving party’s breach; (ii) is rightfully received from a third party without restriction; (iii) is independently developed without use of the disclosing party’s Confidential Information; or (iv) is required to be disclosed by law, provided the receiving party gives prompt written notice to the disclosing party and cooperates in any lawful effort to limit such disclosure.

COMPLIANCE, INSPECTION & CERTIFICATION

Contractor warrants that all Services will be performed in a professional manner and in compliance with applicable codes, standards, permits and regulations governing gas installations and related field activities. Contractor shall maintain applicable licenses, certifications, insurance, and quality control records and shall provide copies of such documentation to Client upon request.

Contractor certifies compliance with required inspections and testing protocols by checking the box below and providing inspector identification:

Contractor certifies that equipment, piping and instrumentation associated with this Gas IDF have been inspected and tested in accordance with applicable standards and the Scope of Work.

Inspection Date:

INDEMNIFICATION

Contractor shall indemnify, defend and hold harmless Client, its officers, directors and employees from and against all liabilities, losses, damages, claims, fines, penalties and expenses (including reasonable attorneys’ fees) arising out of or resulting from Contractor’s negligence, willful misconduct or breach of this Agreement in the performance of the Services, except to the extent caused by the negligent acts or omissions of Client.

GOVERNING LAW

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.

ENTIRE AGREEMENT

This Agreement, including all attachments and schedules referenced herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations and understandings, whether written or oral. No amendment or modification shall be effective unless in writing and signed by authorized representatives of both parties.

NOTICES

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