Miscellaneous Sewer Text

MISCELLANEOUS SEWER SERVICE AGREEMENT

This Miscellaneous Sewer Service Agreement (the Agreement) is entered into as of by and between the parties set forth below.

RECITALS

WHEREAS, Client requires certain miscellaneous sewer services, including inspection, maintenance, repair, or related work at the property located at (the Project); and

WHEREAS, Contractor represents that it has the experience, licenses, equipment and personnel necessary to perform the required sewer services in accordance with industry standards and applicable regulations; and

WHEREAS, the parties desire to set forth the terms and conditions under which Contractor will perform the services described herein.

SCOPE OF WORK

Contractor shall perform the tasks described below. The parties agree that Contractor's obligations shall include only the work explicitly described unless modified in writing by authorized change order.

PAYMENT TERMS

Client shall pay Contractor for performance of the Scope of Work as follows.

Invoices issued by Contractor are due within days of invoice date. Overdue amounts shall accrue interest at or the maximum rate permitted by law, whichever is less. Client shall also be responsible for reasonable collection costs, including attorneys' fees, for amounts not paid when due.

TERM AND TERMINATION

This Agreement commences on the Start Date and, unless earlier terminated in accordance with this section, shall terminate on the End Date set forth below.

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 receipt of written notice. Additionally, either party may terminate for convenience upon days' prior written notice. Upon termination, Contractor shall be paid for work performed and materials properly ordered up to the effective date of termination, subject to offsets for actual damages resulting from Contractor's breach.

CONFIDENTIALITY

Each party (the Receiving Party) shall keep confidential and not disclose to any third party any non-public information, technical data, trade secrets or business information received from the other party (the Disclosing Party) in connection with this Agreement, except as required by law or to the extent such information is publicly known other than by a breach of this Agreement. The Receiving Party shall use at least the same degree of care to protect Confidential Information as it uses to protect its own confidential information, but in no event less than reasonable care.

Confidential Information shall not include information that: (a) is or becomes publicly available through no act or omission of the Receiving Party; (b) is rightfully received from a third party without restriction; (c) is independently developed by the Receiving Party without use of the Disclosing Party's Confidential Information; or (d) is approved for release by written authorization of the Disclosing Party. Upon termination or expiration of this Agreement, the Receiving Party shall return or destroy, at the Disclosing Party's option, all materials containing Confidential Information and certify such destruction in writing.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to principles of conflicts of law. Any action to enforce this Agreement shall be brought in the state or federal courts located within the chosen jurisdiction.

ADDITIONAL PROVISIONS

Change orders that alter the Scope of Work or Contract Price must be authorized in writing by both parties. Contractor shall not be required to perform work that exceeds the Scope of Work without the issuance of a written change order.

Contractor warrants that all work will be performed in a professional manner consistent with industry standards. Except as expressly stated in this Agreement, Contractor disclaims all other warranties, express or implied.

Each party shall maintain insurance appropriate to the scope of the work, including general liability and workers' compensation as applicable. Contractor shall provide certificates of insurance upon Client's reasonable request.

To the fullest extent permitted by law, Contractor shall indemnify and hold harmless Client from and against claims, losses, liabilities and expenses arising out of Contractor's negligent acts or omissions in the performance of the Scope of Work. Client shall indemnify Contractor for claims arising from Client's negligence or willful misconduct.

ENTIRE AGREEMENT

This Agreement (including its exhibits and any executed change orders) constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. No amendment or modification of this Agreement shall be effective unless in writing and signed by both parties.

NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses set forth above or to such other address as either party may designate in writing. Notice shall be deemed given upon personal delivery, three days after deposit in the United States mail, or one day after deposit with a nationally recognized overnight courier.

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