Installation Fixture Agreement

INSTALLATION FIXTURE AGREEMENT

This Installation Fixture Agreement ("Agreement") is entered into effective as of , by and between Client Name: and Contractor Name: .

Recitals

WHEREAS, Client desires to procure professional installation services for fixtures described in this Agreement and Contractor represents that it possesses the expertise, licenses, equipment, and personnel necessary to perform such installation in a competent and workmanlike manner; and

WHEREAS, Contractor agrees to perform the installation of specified fixtures at the location identified in this Agreement and to deliver, install, and secure such fixtures in accordance with the Scope of Work and applicable codes, permits, and industry standards; and

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

1. Scope of Work

Contractor shall furnish all labor, materials, tools, equipment, supervision, and incidentals necessary to install the fixtures described below at the installation address identified by Client, in strict accordance with the specifications and schedule set forth in this Agreement.

Who provides fixtures and materials: Contractor supplies fixtures Client supplies fixtures

2. Payment Terms

Client shall pay Contractor for the performance of the Work in accordance with the following amounts and schedule:

All sums payable under this Agreement are exclusive of taxes. Client shall be responsible for any sales, use or other taxes arising from the transaction unless exempt and documented in writing prior to billing.

3. Term and Termination

This Agreement commences on the Start Date and, unless earlier terminated in accordance with this Section, will expire on the End Date specified below.

Start Date:

End Date:

Either party may terminate this Agreement for cause if the other party materially breaches a provision and fails to cure such breach within the notice period specified above. Termination shall not relieve Client of payment obligations for Work performed and materials supplied prior to termination.

4. Confidentiality

Each party (the "Receiving Party") shall maintain in strict confidence all non-public, proprietary or confidential information disclosed by the other party (the "Disclosing Party") in connection with this Agreement ("Confidential Information"). Confidential Information includes, but is not limited to, designs, specifications, pricing, trade secrets, customer lists, and business processes. The Receiving Party shall not disclose or use any Confidential Information except as necessary to perform its obligations under this Agreement.

The obligations of confidentiality do not apply to information which: (a) is or becomes generally available to the public other than through a breach of this Agreement; (b) can be shown by written records to have been in the Receiving Party's possession prior to disclosure; (c) is rightfully received from a third party without restriction; or (d) is independently developed by the Receiving Party without use of the Disclosing Party's Confidential Information. Upon termination of this Agreement, the Receiving Party shall return or destroy all Confidential Information at the Disclosing Party's election.

5. Insurance; Permits; Compliance

Contractor shall procure and maintain, at its own expense, insurance coverage adequate for the Work, including commercial general liability and workers' compensation in amounts customary to the trade and as required by law. Contractor shall obtain and maintain all permits, inspections, and approvals required by local authorities and shall comply with applicable building codes and safety regulations.

6. Indemnification

Contractor shall indemnify, defend and hold harmless Client and its officers, directors and employees from and against any and all claims, damages, liabilities, losses, costs and expenses (including reasonable attorneys' fees) arising out of or resulting from Contractor's negligence, willful misconduct, or breach of this Agreement in performing the Work, except to the extent such claims arise from Client's negligence or willful misconduct.

7. Governing Law; Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles. The parties agree to attempt to resolve disputes in good faith prior to initiating litigation. If litigation is necessary, venue shall be in the state or federal courts located within the county in which the installation occurs.

8. Entire Agreement; Amendments

This Agreement, including any attachments, exhibits and referenced schedules, 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 effective unless in writing and signed by authorized representatives of both parties.

9. Miscellaneous Provisions

If any provision of this Agreement is held to be invalid or unenforceable, the remainder of the Agreement shall continue in full force and effect. No waiver of any breach shall be deemed a waiver of any subsequent breach. The parties acknowledge that monetary damages may be inadequate to remedy certain breaches and that injunctive relief may be appropriate.

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