FINANCIAL
1. No provisions of this Proposal/Contract shall serve to void our rights under Mechanics' Lien Laws.
2. We do not accept back charges that have not been previously agreed to by us in writing.
3. Late payments of 60 days or more will bear interest at the standard prevailing commercial rate
4. Unless otherwise specified, you will be billed for 30% of the project total immediately after the receipt of an order. Prompt payment is required to order parts and cover other
costs associated with project start-up.
5. Progress billings will be issued monthly and unless specified in a separate contract all payments are due net 30.
6. Nothing in this Proposal/Contract shall be construed to require us to continue performance of work if we do not receive timely payment for properly performed work and suitably
stored materials.
7. We retain title to all equipment until installation is complete and all payments due Pro-Tec Design have been paid in full. We reserve the right to retake possession of the same or
any part thereof at your cost if default is made by you in any payment. If customer fails to follow the payment schedule(s) above or if Pro-Tec Design anticipates Customer may be
unable to perform hereunder, Pro-Tec Design may terminate this contract, defer, discontinue or suspend work, or demand adequate assurance of Customer's performance. If a
Customer's account must be placed with an attorney for collection, whether a lawsuit is filed or otherwise, or if the services of an attorney are required to protect Pro-Tec Design's
interest, Customer agrees to pay all collection costs, including reasonable attorney's fees.
8. Alterations or modifications of the original quotation or specifications, including changes in quantity, material, design or other features, must be communicated in writing by
Customer to Pro-Tec Design and accepted by Pro-Tec Design in writing, it being understood any change may increase prices. Customer shall be liable for an reimburse Pro-Tec
Design for any and all work in process at the time of Pro-Tec Design's receipt of notice of changes.
9. Tax Exempt Entities - you are appointing Pro-Tec Design as purchasing agent for materials becoming real property on this project: a) you take title to all materials and supplies at
point of delivery b) you are responsible for the risk of loss on all materials and supplies c) you are responsible for all defective materials and supplies including those incorporated
into real property d) these requirements apply to the prime contractor and every subcontractor who supplies both materials and labor.
SITE CONDITIONS AND WORK PERFORMANCE
10. We are not responsible for protection of our work in place.
11. We will dispose of debris created by our work into Owner-furnished trash bins or container at the site.
12. You shall furnish and make available to us at the site reasonable storage and parking facilities, and convenient delivery access to our work.
13. You shall provide uncluttered and safe access for us to perform our work. The schedule of any other contractors involved in this project shall be made in consultation with us,
and unless otherwise agreed to, shall provide time for us to perform our work on an 8-hour day, 40-hour week basis. This Proposal/Contract does not include provision for our being
required to perform overtime work for any reasons unless otherwise stated. An additional charge to the contract shall be made for any mutually agreed upon overtime.
14. We are not responsible for delays or defaults that are occasioned by causes of any kind beyond our control, Including but not limited to delays or defaults of Architects, the
Owner, the Contractor, any Subcontractors, other third parties, civil disorders, labor disputes, and Acts of God. We shall be entitled to equitable adjustment for delays caused by any
Architect, Engineer, Contractor, or Owner.
15. If any drawings, Illustrations, or descriptive matter are furnished with this Proposal/Contract, they are approximate and submitted only to show the general style, arrangement,
and dimensions of equipment offered.
16. All work will be done during standard business hours, Monday through Friday unless otherwise noted.
WARRANTY
16. No liquidated damages will be due.
17. THERE ARE NO WARRANTIES THAT EXTEND BEYOND PRO-TEC DESIGN'S STATED SPECIFICATIONS. PRO-TEC SPECIFICALLY EXCLUDES ALL WARRANTIES, EXPRESS OR
IMPLIED, INCLUDING ANY IMPLIED WARRANTY FO MERCHANTIBILITY, IMPLIED WARRANTY OF FITNESS, IMPLIED WARRANTY OF DESIGN, AND ALL OTHER IMPLIED WARRANTIES.
Customer's sole remedy in any action at law based hereunder (other than an action based on breach of warranty, which warranties are expressly excluded except as set forth herein)
shall be limited to the repair or replacement of nonconforming goods ore parts, or, at Pro-Tec Design's option, refund of the applicable quote. IN NO EVENT SHALL PRO-TEC DESIGN
BE RESPONSIBLE FOR ANY CONSEQUENTIAL ORE ECONOMIC DAMAGES OR LOSS, LOST PROFITS OR CONSEQUENTIALDAMAGES FOR PERSONAL INJURY. CUSTOMER AGREES
THAT THIS PROVISION IS CONSCIONABLE.
18. Pro-Tec Design will warranty the labor and materials covered under this quotation for one year from the date of first beneficial use of the system provided the Owner is current in
their payments to Pro-Tec Design, Inc. Accounts that are not current shall not receive warranty work until said accounts are made current. Pro-Tec Design will respond during normal
business hours Monday through Friday. Weekends, Holidays and after hours warranty support will be billable at standard overtime rates. Warranty does not include replacement or
repair of equipment damaged by Misuse, Negligence, Over or Under Voltage, or "Acts of God" such as lightning or other weather related incidents. Warranty only covers the repair or
replacement of any parts supplied by Pro-Tec and any labor and travel to and from the site to execute said repairs for one (1) year from the date the Owner has beneficial use of the
system. No warranty is extended to not in contract (NIC) equipment. NIC equipment is defined as any equipment not supplied by Pro-Tec or existing equipment that is re-used. The
troubleshooting, repair or replacement of NIC equipment will be provided by Pro-Tec at a time and materials basis.
19. Pro-Tec Design Is not an insurer of Customer's risks and exposures, Pro-Tec shall not be liable for any failure to perform under this Agreement due to any "Act of God," "Force
Majeure," of another cause beyond Pro-Tec Design's control. Pro-Tec Design shall not be liable for any loss or damage caused in whole or in part from negligence, fault, or wrongful
act of Customer or of any third persons or parties. Services provided under this Agreement are for the sole benefit of the Customer and no rights are, or may be, conferred on any
other party as a third-party beneficiary, by transfer or assignment, or otherwise. Pro-Tec Design's total liability is limited to the contract price; as matter of law, this limitation does
not apply to fraud, willful injury, or willful violation of the law.
OTHER
20. This Proposal/Contract, including the provisions printed above and any specifications or other provisions attached hereto, when accepted by you and Pro-Tec Design shall
constitute the Contract between us, and all prior representations or agreements not incorporated herein are superseded. Any terms or conditions contained in any Customer
proposal/contract/purchase order are expressly rejected and shall not bind Pro-Tec Design or affect or invalidate any terms contained herein. Terms and conditions herein shall not
be modified except upon Pro-Tec Design's express written agreement.
21. This Proposal/Contract shall be interpreted and governed by the laws of the State of Minnesota. Any disputes arising out of business conduced hereunder shall be venued in the
district court of the State of Minnesota. In case of dispute, the prevailing party shall be awarded reasonable attorney's fees.
22. The design and/or intent of the items listed in this system specification is considered intellectual property and owned by Pro-Tec Design and will not be disclosed to any party
other than those intended by Pro-Tec Design. Disclosure of this design/intent will subject the discloser to Consultant Fees equivalent of the above listed design/build quotation.
23. Customer agrees that during the term of this contract and for two years following termination, they will not directly or indirectly solicit for hire nor contract for services any
employee who performs services hereunder without Pro-Tec Design's written consent
24. This proposal and any documents associated with it supersede any prior verbal or written information provided.