Installation Document

INSTALLATION DOCUMENT

Parties

Client Name:

Installer / Contractor Name:

Recitals

WHEREAS, Client Name: desires the installation of equipment, systems, or fixtures as described in this document at the Project Site; and

WHEREAS, Installer Name: represents that it is qualified and experienced to perform the installation work in accordance with industry standards, applicable codes and the terms set forth herein; and

WHEREAS, the parties wish to set forth the scope, payment, schedule, and legal obligations governing the installation services to be performed at Project Address:

Scope of Work

The Installer shall furnish all labor, materials, equipment, supervision, and permits necessary to complete the installation described below. The installation shall conform to the specifications, drawings, and acceptance criteria set forth in this document.

Materials, Permits, Insurance and Warranty

Materials to be provided by Installer:

Installer shall obtain and maintain all permits required by local authorities unless otherwise agreed in writing. Installer shall maintain insurance covering commercial general liability and workers' compensation in amounts reasonable for the scope of work, and shall provide certificates of insurance upon Client's request.

Warranty Period (months): — Installer warrants that work performed will be free from defects in workmanship for the warranty period from Final Acceptance, subject to normal wear and tear and improper use by Client.

Payment Terms

Retainage (if any):

Late Payment Charge: If any invoice remains unpaid more than days beyond the due date, Client shall pay interest at on the unpaid balance, together with collection costs and attorney fees incurred to obtain payment.

Term and Termination

Commencement Date: . Estimated Substantial Completion Date: .

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure such breach within days after written notice. In addition, either party may terminate for convenience upon days' written notice; Client shall pay Installer for work performed and materials ordered through the effective date of termination, plus reasonable demobilization costs.

Change Orders and Variations

Any change to the Scope of Work shall be authorized only by a written change order signed by both parties, stating the adjustment to the work, any change in price, and any change in schedule. Installer shall not be required to perform changed work without a signed change order.

Inspection, Acceptance, and Final Payment

Upon completion, Installer will notify Client to perform final inspection. Final Acceptance shall occur when Client confirms in writing that the installation conforms to the Scope of Work and accepted tolerances, or upon thirty (30) days after Client's inspection opportunity without written rejection. Final payment is due within days of Final Acceptance.

Confidentiality

Each party shall keep confidential all proprietary and non-public technical, business, and financial information disclosed by the other party in connection with this Agreement. Confidential information shall not include information that is or becomes generally available to the public other than through breach of this Agreement, or that is independently developed without use of the other party's confidential information. The obligations in this section shall survive termination for a period of three (3) years.

Indemnification and Limitation of Liability

Installer shall indemnify and hold harmless Client from liabilities, claims, damages, and costs (including reasonable attorney's fees) arising from Installer's negligent acts or omissions in performing the work, except to the extent caused by Client's negligence. Except for willful misconduct or gross negligence, neither party shall be liable for incidental, consequential, or punitive damages.

Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the state of without regard to its conflicts of law principles. The parties shall first attempt to resolve disputes in good faith through negotiation; if unresolved, disputes shall be submitted to binding arbitration in accordance with the commercial arbitration rules mutually agreed by the parties, or, if no agreement, in the county where the Project is located.

Entire Agreement

This Agreement, including any exhibits, specifications, and signed change orders, constitutes the entire agreement between the parties concerning the installation described herein and supersedes all prior negotiations, representations, and agreements, whether written or oral. No amendment shall be effective unless in writing and signed by both parties.

Miscellaneous Provisions

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign its rights or obligations without the prior written consent of the other, except to a successor in interest to all or substantially all of its assets or business.

Acceptance Acknowledgment

By signing below, the parties acknowledge that they have read, understand, and agree to be bound by the terms and conditions set forth in this Installation Document.

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