Prefabricated Construction Latrine Template

Prefabricated Construction Latrine Template

Agreement Date:

Parties

Recitals

WHEREAS, Purchaser requires prefabricated sanitation units for use at the project site located at ;

WHEREAS, Supplier designs, manufactures and supplies prefabricated latrine units and related services and warrants that such units will conform to the specifications set forth herein and applicable sanitation standards;

NOW, THEREFORE, in consideration of the mutual covenants set forth below, the parties agree as follows.

Scope of Work

Supplier shall provide and, where indicated, install the prefabricated latrine units described below. The full scope of work, deliverables, and installation obligations are described in detail:

Specifications & Quantities

Delivery & Installation

Delivery Lead Time:    Estimated On-Site Installation Start:

Acceptance and Testing

Acceptance Criteria: upon installation, Purchaser shall inspect and may perform functional tests. Supplier shall correct defects discovered during a -day acceptance period at no additional cost.

Payment Terms

Late Payment Fee: Purchaser agrees to pay interest on overdue amounts at a rate of , compounded monthly.

Term and Termination

Commencement Date:    Completion/End Date:

Either party may terminate for convenience upon written notice delivered no fewer than prior to the intended termination date. Termination for cause may be immediate if the breaching party fails to cure a material breach within days after written notice.

Warranties & Remedies

Supplier warrants that the latrine units will be free from material defects in materials and workmanship for a period of from the date of acceptance. Supplier's sole obligation under this warranty is repair or replacement at Supplier's option.

Confidentiality

Each party shall maintain in confidence all non-public technical, business and pricing information disclosed by the other party in connection with this Agreement and shall not use such information except to perform its obligations hereunder. Confidential information does not include information which is or becomes publicly known through no fault of the receiving party or which the receiving party can demonstrate was rightfully known prior to disclosure.

Indemnity & Insurance

Supplier shall indemnify and hold Purchaser harmless from claims arising from Supplier's negligence in manufacturing or installation. Each party shall maintain insurance customary for the industry, including commercial general liability and workers' compensation. Minimum liability coverage: $ .

Compliance, Permits and Health & Safety

Supplier shall ensure that the units conform to applicable sanitation and environmental requirements at the time of manufacture. Purchaser is responsible for obtaining site-specific permits and for ensuring appropriate site access unless otherwise agreed in writing.

Change Orders

Any changes to the scope, quantity, specifications or schedule shall be made only by written Change Order signed by authorized representatives of both parties. Additional costs for change orders will be calculated based on Supplier's then-current rates and a markup of .

Limitation of Liability

Except for liability arising from willful misconduct or gross negligence, neither party shall be liable for incidental, consequential, or punitive damages. Supplier's aggregate liability under this Agreement shall be limited to the total amount paid by Purchaser 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 principles of conflicts of law.

Entire Agreement

This Agreement, including any attachments and duly executed Change Orders, constitutes the entire agreement between the parties and supersedes all prior negotiations, proposals and agreements, whether written or oral, relating to the subject matter hereof. Any amendment must be in writing and signed by authorized representatives of both parties.

Notices

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