Warranty and Performance. Contractor will perform all work in a professional manner using high quality materials and supplies. The Contractor will issue written warranties for labor, installation and/or product upon full payment. Warranties are available for inspection prior to signing of the contract. Warranties will not be effective while a balance due remains outstanding on any job. Contractor is not responsible for the pre-existing roof .conditions.
Delays: Events beyond the control of the Contractor, such as Acts of God, labor strikes, inclement weather, material shortages, Buyer’s inability to qualify for or obtain financing, delays by local government authorities in issuing or otherwise approving inspections, permitting or other required authorizations for the job, or other events resulting in delays in performance of this Agreement do not constitute abandonment and are not included in calculating time frames for performance by Contractor. The Contractor and the Buyer(s) have determined that a definite completion date is not of the essence to this Agreement.
Unknown Conditions: Contractor accepts no responsibility for any damage resulting from structural or other defects in the property at which the installation is carried out. Contractor is not responsible for remedying structural defects and Buyer acknowledges Contractor’s products do not correct or cure structural problems. Contractor shall not be responsible for (a) any damages arising in whole or in part from strikes, fires, accidents, floods, governmental actions or any other causes beyond control of Contractor; or (b) unintentional damage to landscaping, gas, electrical wiring, plumbing, telephone installations, collateral or incidental damage to interior walls and personal property, it being understood that Buyer is responsible at its own cost for all preparations, protection and/ or moving of such items prior to Company’s commencement of the work. In the event the Contractor determines that this Agreement can not be performed as intended by the parties, due, for example, to incorrect pricing, unforeseen structural defects or pre-existing conditions to the Buyer’s property, the Contractor may cancel this Agreement within 30 days of its execution, notify the Buyer of such cancellation in writing and return all monies paid by the Buyer.
Buyer’s Late Cancellation / Late Payment / Default: If Buyer attempts to cancel this Agreement at any time subsequent to midnight of the third business day after the date of the Agreement, as more fully described on the Notice of Right to Cancel form, and Contractor accepts such late cancellation, then Buyer agrees to pay Contractor a cancellation fee equal to 15% of the Agreement’s purchase price to offset Contractors incurred labor, administrative and material costs. Buyer agrees to pay a late fee of 1 1/2% per month on all amounts due and owing from the Buyer to the Contractor accruing from the date due and running to the date the payment is made. If Buyer is in default of this Agreement, Buyer agrees to pay Contractor’s attorney fees equal to 15% of the defaulted amount or as otherwise allowed by applicable law. Buyer also agrees to pay any other costs or expenses of repossession, collection, or realization on any security including court costs, to the extent not prohibited by applicable law.
No Set-Offs or Retentions. Upon substantial completion of the Contractor’s performance, Buyer shall pay all amounts due under this Agreement in accordance with its terms without any right of set-off or retention. Substantial completion is defined as the job being materially completed, functional as intended, and a final inspection, permit or occupancy certificate, as the case may be, having been obtained. If after making full payment, the Buyer alleges that the work is defective in any respect, the Contractor, without waiving any of its rights, shall cause an inspection of the premises and perform any remedial work to the extent the Buyer is entitled thereto under this Agreement or the Contractor’s warranty at no cost to the Buyer.
Buyer’s Representations: Buyer represents and warrants that (a) Buyer is the owner of the property where the goods and services are being provided; (b) Buyer will provide reasonable access to the property and the area on which the work is to be performed, including access to electrical outlets as may be required by the Contractor; by Contractor under this Agreement; and (d) Buyer will be responsible for periodic maintenance of all products installed by Contractor. Buyer(s) indemnify and hold Contractor and its employees, authorized contractors and their subcontractors from any claims as to the identification, detection, abatement, encapsulation or removal of mold, asbestos, lead based products or other hazardous substances inside or outside of the structure being improved unless the Contractor is notified in writing of such hazards prior to beginning work.
Miscellaneous: In construing this Agreement, the gender and number of words used may be changed to meet the context. Any part of this Agreement contrary to the law of this State shall not invalidate other parts of this Agreement. This Agreement is to be governed by the laws of the State in which it is performed, except as may be preempted by federal law. This Agreement and any accompanying documents or addendum represents the entire agreement between the parties and there are no prior or contemporaneous oral or written agreements or representations on which either party is relying. Any modification of this Agreement shall not be effective unless in writing, signed by the Buyer(s) and a President or Vice President of Contractor. The section headings contained in this Agreement are inserted for convenience only and shall not affect in any way the meaning or interpretation of this Agreement.
Arbitration of Disputes: Contractor and Buyer(s) agree that any and all disputes, claims or controversies (hereafter referred to as a “Claim”) arising under or relating to this Agreement and any related documents, loans, security instruments accounts or notes, including by way of example and not as a limitation: (i) the relationships resulting from this Agreement and the transactions arising as a result thereof; (ii) the terms of this Agreement; or (iii) the validity of this Agreement or the validity or enforceability of this arbitration agreement, may, at the option of either Contractor and Buyer(s), be adjudicated by binding arbitration to be determined by one arbitrator, in accordance with and pursuant to the then prevailing rules and procedures of the Commercial Rules of the American Arbitration Association, to be held and arbitrated in the judicial district in which the Buyer(s) resides. The Buyer(s) agree that they will not assert a Claim on behalf of, or as a member of, any group or class.
The findings of the arbitrator shall be final and binding on all parties to this Agreement, and may include an award of costs and legal fees. Such fees and costs will be awarded on any judgment in favor of the Contractor. This agreement to arbitrate, and any award, finding or verdict of or from the arbitration, will be specifically enforceable under the prevailing law of any court having jurisdiction. Notice of the demand for arbitration will be filed with American Arbitration Association by the party asserting or compelling the arbitration of the Claim, which demand will be copied to the other party to this Agreement and any other party to the Claim. The demand for arbitration shall be made within a reasonable time after the Claim in question has arisen, and in no event shall any such demand be made after the date when institution of legal or equitable proceedings based on such Claim would be barred by the applicable statute of limitations. Any arbitration proceeding brought under this Agreement, and any award, finding or verdict of or from such proceeding shall remain confidential between the parties and shall not be made public.
Both Buyer(s) and Contractor are hereby agreeing to choose arbitration, rather than litigation or some other means of dispute resolution, to address their grievances or alleged grievances. The parties believe this will allow a faster and more cost-effective method of addressing a Claim. By entering into this Agreement and this arbitration provision, both parties are giving up their constitutional right to have any dispute decided in a court of law before a jury, and instead are accepting the use of arbitration.
