Outdoor Patio Furniture Agreement

Outdoor Patio Furniture Agreement

This Outdoor Patio Furniture Agreement (the Agreement) is entered into as of (Effective Date) by and between:

WHEREAS

WHEREAS, Client desires to purchase and, where applicable, have installed outdoor patio furniture and related accessories described herein; and

WHEREAS, Supplier is engaged in the business of supplying, delivering, assembling and, if selected, installing outdoor patio furniture and represents that it has the skill, experience and personnel to perform such work in a professional manner;

NOW, THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement, Client and Supplier agree as follows:

Scope of Work

Supplier shall provide the items, delivery, assembly and/or installation services described below. Supplier will perform the work in a timely, workmanlike manner in accordance with industry standards.

Supplier to perform assembly and installation as described above

Payment Terms

Client agrees to pay Supplier the total sum set forth below in accordance with the schedule and conditions described herein. All monetary amounts are in U.S. dollars.

Late payments shall accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by law. Client is responsible for all collection costs, including reasonable attorneys' fees, where permitted.

Term and Termination

This Agreement commences on and shall continue until unless earlier terminated in accordance with this Agreement.

Confidentiality

Each party acknowledges that in connection with this Agreement it may receive Confidential Information of the other party. "Confidential Information" means non-public business, financial, technical or other information disclosed in writing or orally and designated as confidential or that reasonably should be understood to be confidential under the circumstances.

Each party agrees (a) to hold the other party's Confidential Information in strict confidence, (b) to use Confidential Information only to perform its obligations under this Agreement, and (c) not to disclose Confidential Information to any third party except to employees, contractors and agents who have a need to know and are bound to confidentiality obligations no less protective than those herein. Confidential Information does not include information which is or becomes publicly available without breach of this Agreement, was known prior to disclosure, or is independently developed.

Warranties; Limitation of Liability

Supplier warrants that the furniture supplied will be free from material defects in materials and workmanship under normal use for the period agreed in writing and will conform to the specifications in the Scope of Work. Supplier's sole obligation under this warranty shall be, at Supplier's option, repair or replacement of defective items or a refund of the purchase price for such items. This warranty does not cover damage resulting from misuse, neglect, improper installation not performed by Supplier, or normal wear and tear.

EXCEPT FOR THE EXPRESS WARRANTY SET FORTH ABOVE, SUPPLIER DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, AND THE TOTAL AGGREGATE LIABILITY OF SUPPLIER SHALL BE LIMITED TO THE AMOUNT PAID BY CLIENT UNDER THIS AGREEMENT.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to choice of law rules.

Entire Agreement

This Agreement, including all exhibits, scopes, and written change orders executed by the parties, constitutes the entire agreement between the parties relating to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and representations, whether written or oral. Any amendment or modification of this Agreement must be in writing and signed by authorized representatives of both parties.

Miscellaneous

Notices under this Agreement shall be sent to the addresses listed above and shall be effective when delivered in person, by nationally recognized overnight carrier, or three (3) business days after deposit in the U.S. mail, postage prepaid. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

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