Miscellaneous Vinyl Door Template

MISCELLANEOUS VINYL DOOR TEMPLATE

This General Business Agreement ("Agreement") is entered into as of by and between Client Name: and Contractor Name: .

RECITALS

WHEREAS, Client desires to procure the manufacture, supply and/or installation of vinyl door products and related materials for the project located at ; and

WHEREAS, Contractor represents that it specializes in manufacturing, finishing and installing vinyl door assemblies in accordance with industry standards and the specifications set forth in this Agreement; and

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

SCOPE OF WORK

Contractor shall furnish all labor, materials, equipment and supervision necessary to complete the work described in this Section in a workmanlike manner and in accordance with accepted industry practice. The work consists of manufacture, finishing, delivery and, if selected, on-site installation of vinyl doors identified by model, finish and dimensions below.

PAYMENT TERMS

Client agrees to pay Contractor the Total Contract Price set forth below in accordance with the payment schedule. All amounts are stated in the currency agreed by the parties. Contractor shall submit invoices in accordance with the schedule. Payments not received within the time set forth below shall accrue late fees as provided.

All payments are due net thirty (30) days from invoice date unless otherwise specified in the payment schedule. Interest on past due amounts shall accrue at the rate set forth in the Late Payment Fee field and reasonable costs of collection (including attorneys' fees) shall be payable by the defaulting party.

TERM AND TERMINATION

This Agreement commences on Start Date: and shall remain in effect until Completion Date: unless earlier terminated as provided below.

Either party may terminate this Agreement for material breach if the non-breaching party provides written notice describing the breach and the breaching party fails to cure within the Cure Period. Termination for convenience by Client requires written notice in accordance with the Notice Period and payment to Contractor for work performed, materials purchased and reasonable demobilization costs incurred to date.

CONFIDENTIALITY

Each party shall hold in strict confidence and not disclose to any third party any confidential or proprietary information received from the other party, including but not limited to drawings, measurements, non-public pricing, trade secrets and technical specifications ("Confidential Information"). Confidential Information shall not include information that is generally available to the public other than by a breach of this Agreement or required to be disclosed by law.

The obligations under this Section shall survive termination or expiration of this Agreement for a period of three (3) years, except that trade secrets shall remain protected for so long as they qualify as trade secrets under applicable law.

WARRANTY, INSPECTION AND ACCEPTANCE

Contractor warrants that all vinyl doors and related materials furnished under this Agreement shall be free from defects in material and workmanship for a period of years from date of final acceptance. This warranty does not cover damage due to misuse, accident, improper maintenance or modifications by others.

CHANGE ORDERS

Any changes to the Scope of Work, materials, quantities, or schedule shall be made only by written change order executed by authorized representatives of both parties. Change orders may adjust the Contract Price and schedule as reasonably necessary to reflect added or omitted work.

INSURANCE AND COMPLIANCE

Contractor shall maintain at its expense insurance appropriate to the services rendered, including commercial general liability and workers' compensation as required by law. Contractor shall comply with applicable laws, codes and industry standards in performing the work.

GOVERNING LAW

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 submit to the exclusive jurisdiction of the courts of that state for any dispute arising out of or relating to this Agreement.

ENTIRE AGREEMENT; AMENDMENT

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

MISCELLANEOUS PROVISIONS

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. No waiver by either party of any breach shall constitute a waiver of any other breach. Remedies provided herein are cumulative and in addition to any remedies available at law or in equity.

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