Miscellaneous Glass Sliders Template

MISCELLANEOUS GLASS SLIDERS TEMPLATE

Recitals

WHEREAS, Client Name: (the "Client") desires to procure certain services and products related to glass sliding systems; and

WHEREAS, Contractor Name: (the "Contractor") represents that it has the skills, experience and resources to design, fabricate and install the glass sliders described below; and

WHEREAS, the parties desire to set forth the terms and conditions under which the Contractor will perform such work commencing on Effective Date: .

Agreement

In consideration of the mutual promises contained herein, the parties agree as follows:

Scope of Work

Payment Terms

Total Contract Price: $ payable in accordance with the payment schedule below.

Invoices are due within days of invoice date. Overdue amounts shall accrue interest at (or the maximum permitted by law), plus all costs of collection, including reasonable attorneys' fees.

Term and Termination

This Agreement commences on Start Date: and continues until End Date: unless earlier terminated in accordance with this Agreement.

Either party may terminate this Agreement for convenience upon written notice delivered not less than days prior to the effective date of termination. Either party may terminate immediately for material breach if such breach remains uncured for fifteen (15) days after written notice specifying the breach.

Confidentiality

Each party (the "Receiving Party") shall keep confidential all non-public, proprietary, or confidential information disclosed by the other party (the "Disclosing Party") in connection with this Agreement and shall not use such information except to perform its obligations hereunder. Confidential information does not include information that: (a) is or becomes generally available to the public other than through a breach of this Agreement; (b) was known to the Receiving Party prior to disclosure by the Disclosing Party; or (c) is rightfully received from a third party without restriction. The Receiving Party may disclose Confidential Information to the extent required by court order or applicable law provided that the Receiving Party gives the Disclosing Party prompt written notice and cooperates in seeking protective measures. The obligations under this clause survive termination for a period of three (3) years.

Insurance; Indemnification; Liability

Contractor shall maintain commercially reasonable insurance for the performance of the work, including general liability and workers' compensation as applicable. Contractor agrees to indemnify and hold harmless Client from claims, liabilities and expenses arising from Contractor's negligence or willful misconduct in performing the work. Except for liability arising from gross negligence, willful misconduct or indemnification obligations, neither party shall be liable to the other for consequential, incidental, special or punitive damages.

Change Orders

Any change to the Scope of Work or Price must be documented in a written change order signed by authorized representatives of both parties. Change orders shall identify the modification, any adjustment to price and any change to the schedule.

Notices

Governing Law; Entire Agreement

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that State for any dispute arising under this Agreement.

This Agreement, including all schedules and executed change orders, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, negotiations and representations, whether written or oral. No amendment shall be binding unless in writing and signed by authorized representatives of both parties.

Authority and Certification

Each person signing below represents and warrants that he or she is authorized to execute this Agreement on behalf of the party for which he or she signs and that such party agrees to be bound by the terms herein.

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