Pizza Core & Shell Document

Pizza Core & Shell Agreement

This Pizza Core & Shell Agreement (the "Agreement") is made effective as of by and between Landlord Name: and Operator Name: .

Recitals

WHEREAS, Landlord is the fee owner of the real property and building shell located at (the "Premises"); and

WHEREAS, Operator intends to operate a pizza restaurant and requires core and shell work, including but not limited to mechanical, electrical, plumbing, grease management, hood/ventilation, and structural modifications necessary to accommodate pizza-specific equipment; and

WHEREAS, Landlord and Operator desire to set forth the respective obligations, payment terms, schedule and other terms governing the performance of core and shell improvements at the Premises.

Parties and Contacts

Scope of Work

Landlord shall cause and/or Contractor shall perform the core and shell work necessary to ready the Premises for Operator's pizza operations. Core and shell work includes, without limitation, the following categories and specific tasks set forth in the Scope of Work below. All work shall comply with applicable building and health codes, and shall be performed by licensed tradespeople where required.

Payment Terms

Operator shall pay Landlord and/or Contractor the fixed total contract amount for the Scope of Work in accordance with the schedule below. All payments shall be in lawful currency and accompanied by invoices specifying work completed and retainage, if any.

Term and Termination

The term of this Agreement commences on Start Date: and is anticipated to be substantially complete by Completion Date: , subject to adjustments for Force Majeure and approved change orders.

Either party may terminate this Agreement for material breach by the other party if such breach is not cured within the notice period specified above. Termination shall not relieve the breaching party of liability for damages incurred prior to termination.

Permits, Compliance, and Inspections

Responsibility for securing permits and approvals: Landlord Operator/Contractor

All work shall be subject to inspection and acceptance by Landlord or Landlord's representative. Operator shall not occupy or open the Premises for business until final acceptance and any required health and safety approvals are issued.

Confidentiality

Each party acknowledges that it may receive Confidential Information of the other party. "Confidential Information" means non-public financial, technical, operational or business information disclosed in connection with this Agreement. Each party shall (a) use Confidential Information solely for performance under this Agreement; (b) restrict disclosure to those employees or agents with a need to know; and (c) exercise at least the same degree of care to protect Confidential Information as it uses to protect its own confidential materials, but in no event less than reasonable care.

Confidential Information does not include information that is publicly known through no fault of the receiving party, already known to the receiving party without restriction, or required to be disclosed by law or court order (provided the disclosing party is given prompt notice where permitted to seek protective relief).

Warranties; Indemnification

Contractor warrants that all new work performed shall be free from defects in workmanship for Warranty Period: months from substantial completion. Manufacturer warranties for equipment shall be passed through to Operator to the extent assignable.

Each party shall indemnify, defend and hold harmless the other party from liabilities, claims and expenses arising from its negligent acts or willful misconduct in the performance of this Agreement, subject to any statutory caps or insurance coverage limits set forth herein.

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.

Entire Agreement; Amendments

This Agreement, including all exhibits and written change orders signed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations and agreements. Any amendment to this Agreement must be in writing and signed by authorized representatives of both parties.

Notices

All notices required or permitted hereunder shall be in writing and delivered to the addresses set forth above or to such other address as either party may designate by written notice in accordance with this section.

Representations

Each party represents and warrants that it has full authority to enter into this Agreement and that performance hereunder will not violate any applicable law or other agreement binding on such party.

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