SAMPLE CONTRACT FOR SERVICES

IMPORTANT DISCLAIMER: THE SAMPLE FORMS PROVIDED BY ICPI ARE FOR REFEFENCE ONLY. THEY ARE NOT INTENDED TO SERVE AS LEGAL DOCUMENTS NOR ARE THEY SUITED TO EVERY PURPOSE. ICPI STRONGLY RECOMMENDS THAT WHEN DRAFTING SUCH DOCUMENTS THE PARTY DRAFTING THE SAME CONSULT WITH AND REVIEW THE SAME WITH EXPERIENCED LEGAL COUNSEL. THEREFORE, ICPI SPECIFICALLY DISCLAIMS AND DENIES ANY AND ALL LIABILITY FOR ANY AND ALL CLAIMS, ACTIONS, CAUSES OF ACTION, LIABILITIES, MONETARY DAMAGES, JUDGMENTS, INJURIES OR DAMAGES TO PERSONS, PROPERTY OR BUSINESS ARISING OUT OF OR RELATED TO THE USE OF THESE SAMPLE FORMS.

This Agreement is made this _____ day of ______________, _____ by and between {Insert Customer name and address} (hereinafter referred to as Customer) and {Insert Company name and address} (hereinafter referred to as Installer).

1.

Definitions

Installer is herein defined as a licensed individual or entity that undertakes to perform paver installation work.

Customer is herein defined as an individual or entity that contracts with a licensed paver installer for paver installation. Customer shall include the owner of the property where the work is to be performed and/or the property owners authorized agent or representative.

Proposal is herein defined as a written job and cost estimate prepared by the Installer for the proposed job. The proposal and any cost estimate contained therein shall remain valid for a period of thirty (30) days unless accepted in writing by the Customer. The cost of installation shall be computed on a Square Footage or Lineal Footage basis. The price or cost of the job set forth in the proposal is ONLY AN ESTIMATE. The final price may vary depending upon the actual job conditions and finished product material. Due to variances in building codes beyond the control of the Installer, the final cost of installation may vary. With regard to the preparation of the proposal, the Installers sales personnel will attempt to be as accurate as possible given the circumstances. Any changes or variances in the original proposal will not be valid until authorized in writing signed by the Customer and an authorized representative of the Installer.

2.

Work Description and Work Area

a. Installer will perform paver installation services at the following address provided by the Customer: _______________________________________________ (List specific address by street, city, state and zip code.)

b. The on-site work area where the installation will be performed at the above-referenced address will be __________________________________. (Please identify with as much specificity as possible the area on site where the work will be performed.)

3.

Responsibilities of the Parties

a.

Installers Duties and Responsibilities:

1. Excavate and remove existing area and sub-grade material a total of ______________________. (Insert Amount)

2. Provide a maximum of _______________(Insert Amount) of crushed stone for the base. Installer estimates that __________________ (Insert estimated tons) tons of crushed stone per 100 square feet will be required. If additional crushed stone is required, the cost of the same per ton will be charged to the Customer.

3. Supply and install geotextile fabric between the stone and the soil.

4. Furnish interlocking paving stones of the following specifications:

a. Shape: b. Color: c. Thickness: d. Pattern: e. Border Detail:

5. Furnish and perform fine grading of sand.

6. Install Customer selected pavers to prepared grade.

7. Remove excess materials upon completion of paver installation.

8. Edge Restraint on perimeter edges.

9. Perform paver installation services in a good and workmanlike manner.

b.

Customers Duties and Responsibilities

1. Provide the Installer with clear and unfettered access to the area on the site where the installation work is to be performed. Such access will be provided for Installers personnel, equipment and job materials delivered to the site. Installer shall be permitted to store job materials, equipment and reasonable job debris on site during the course of installation. Installer shall not be responsible for clearance damage in the area of access, whether it be on the Customers property or that of a neighboring property.

2. Assume full responsibility for identifying the location of, marking and protection of subsurface utilities.

3. Provide the Installer with ready access to an electrical source and running water within fifty (50) feet of the job site work area.

4. Protect the job site work area from damage or interference by third parties. Any damage to the work area or materials on the site caused by third parties will be the responsibility of the Customer and any repairs or material replacement caused by third parties will be charged to the Customer.

5. Obtain and pay for such building permits as may be required to perform the installation on the job site. The cost of the project as set forth herein does not include the cost of obtaining such building permits.

6. Customer warrants that he/she/it is the owner and holder of all right, title and interest in the land upon which the installation work is to be performed and materials installed. Customer agrees that he/she/it shall defend, indemnify and hold harmless the Installer from and against any and all claims that may arise out of this warranty of ownership.

7. Customer agrees to provide the Installer with a current and valid survey of the Customers property. Customer further agrees to verify and confirm the project location, dimensions and elevations after they are established by the Installers personnel. Customer agrees to defend, indemnify and hold harmless the Installer from and against any and all claims arising out of variations in the project location, dimensions and elevations which have been previously verified by the Customer. Minor variations in the dimensions and/or elevations shall not 1) affect the validity of this Contract for Services; 2) impose legal liability upon the Installer; and/or 3) alter the duties and responsibilities of the Customer under this Contract for Services.

8. Unless otherwise stated herein, site preparation shall be the sole responsibility of the Customer. Site preparation shall include, but is not limited to, removal or protection of tree, shrubs, or other vegetation, removal of any underground sprinklers, pipe lines, septic tank or lines, sewer, gas or water lines, or other items above or below the ground in the area of access and/or installation. Customer agrees to defend, indemnify and hold harmless the Installer from and against any and all claims for damage or liabilities arising out of or related to damage to landscaping, sod, trees, fences, shrubs, walls, sprinklers, paved driveways, curbs, sidewalks, walkways, septic tanks, sewer lines, water lines, or other items above or below the ground in the area of access and/or installation.

9. Customer shall not engage in any conduct which unreasonably interferes with or delays the Installers work and completion of the same.

10. Customer agrees to pay the Installer for services and materials on the schedule set forth herein.

4.

Terms and Conditions of Payment

a. The project fee to be charged to the Customer for installation services and materials as described in Sections 2 and 3 above shall be $_______________.

b. Customer agrees to make a payment of fifty percent (50%) of the above referenced project fee upon execution of this Contract for Services. Such payment may be made by Customers business or personal check and will be included with the Customers return of the signed Contract.

c. Customer agrees to make an additional payment of thirty percent (30%) of the above referenced project fee upon Installers certification of completion of sixty percent (60%) of the contracted for work.

d. Customer agrees to make a final payment of twenty percent (20%) of the above referenced project fee upon Installers certification of completion of the contracted for services.

e. Customer agrees to a service charge of 1.5% per month on all unpaid balances that remain past due for more than thirty (30) days beyond the invoice date.

f. In the event the Installer is required to engage counsel to secure payment or collection on this account, Customer agrees that he/she/it shall be responsible for reimbursement of the Installers reasonable attorneys fees, court costs, expert witness fees and interest incurred in the collection of the project fee.

5.

Change Orders

Any changes to the scope of the project or materials to be used must be in writing signed by the Customer and an authorized representative of the Installer. Oral changes to the project scope or materials shall not be binding upon the parties. Such signed and approved change orders will be incorporated by reference into and become a part of this Contract for Services.

6.

Miscellaneous Provisions

a. Customer will be charged and agrees to pay ______________ (Insert fee amount) per man hour for extra labor required by the failure or refusal of the Customer to perform the Customers duties and responsibilities set forth in Section 4B above.

b. Natural materials are used in the manufacture of paving stones. Variations and shadings can be expected in the color of paving stones. Therefore, the Installer does not represent, warrant or guarantee color and disclaims any and all liability for any color variation in the paving stones. Efflorescence, which is caused by the reaction of carbon dioxide in the air and free calcium hydroxide within the pavers may result in a white film forming on the surface of the pavers. Efflorescence is beyond the control of the Installer and the parties hereto agree that the Installer shall not be held responsible for the same.

c. The cost of removing underground obstructions, i.e. pipes, septic tanks, and concrete not readily visible, etc., is not included in the project fee nor does it fall within the scope of this Contract for Services. Customer will be charged and agrees to pay _______________ (Insert fee amount) per man hour for such underground obstruction removal work.

d. The Customer and Installer acknowledge and agree that weather may impact the time table for performance of services hereunder. Installer will not be required to perform work on the project when the temperatures fall below 30 degrees F.

e. The Customer acknowledges and agrees that the project price set forth in this Contract for Services is based upon use of a non-union work force. The parties agree that this Contract for Services shall be rendered void and unenforceable in the event union prevailing wages are required.

f. Customer acknowledges and agrees that Colonial Stone pavers may have larger joints, thus making it possible for shoe heels to slip through. Joint sand may also become loose. Customer agrees that the Installer shall not be liable for such conditions.

7.

Personal Property

Customer acknowledges and agrees that all equipment and materials placed on the project property and in or around the work area for use in the installation process are and shall remain the sole and exclusive property of the Installer until such time as all amounts due under the Contract for Services are paid in full.

8.

Insurance

The Customer agrees to carry homeowners liability and property insurance on the project property at all times relevant to the performance of the services under this Contract for Services. The Installer agrees to carry public and commercial general liability insurance coverage and workers compensation insurance during the term of this Contract for Services.

9.

Installers Remedies in the Event of Customer Default

a. Customer shall be in default of this Contract for Services if: 1) any payment due or called for under this Contract is not made to the Installer when due; 2) any duty or responsibility due to be performed by the Customer and set forth in Section 4B herein is not promptly and reasonably performed; and/or 3) any conditions or statements warranted by the Customer are shown to be untrue or are materially breached by the Customer.

b. In the event of a default by the Customer, Installers remedies include, but are not limited to, any or all of the following: 1) suspension of work and removal of Installers materials from the work site; 2) removal of any of the equipment intended for use in the installation regardless of whether the installation has taken place. Customer agrees that the Installer may enter the premises for the purpose of repossessing and removing such equipment and materials without liability to the Customer for trespass or any other reason; 3) retain all money paid as of the default, regardless of the stage of completion of the work and pursue all available legal remedies to enforce the Installers rights. In the event Installer is required to undertake legal action or retain counsel to enforce its rights hereunder, Customer agrees to pay Installers reasonable attorneys fees, court costs and such other reasonable and necessary costs associated therewith.

10. Installers Limited Warranty and Liability

a. Upon completion of the project and payment of all sums due and remaining under this Contract to the Installer, Installer shall provide Customer with a certificate of limited warranty on the labor and workmanship of installation performed by the Installer. Such Installer warranty shall not extend to cleaning, sealing, general maintenance or with respect to defects in or failure of the pavers. Such limited Installer warranty shall remain in effect for ___ years from the date set forth in the certificate of warranty.

b. Installer shall not be responsible for damages or delays resulting from the negligence or intentional or willful misconduct of the Customer or any third party beyond the control of the Installer. Similarly, Installer shall not be responsible for damages or delays caused by Acts of God, natural disasters, strikes, fires, accidents, storms, or other causes beyond the reasonable control of the Installer.

c. Customer agrees that no claims may be filed under the Limited Installer Warranty unless and until the Contract amount due to the Installer is paid in full. Failure to pay all amounts due under the contract shall void the limited warranty described in 10a above.

d. In any case, Installers monetary liability to the Customer shall not exceed the contract price paid in full by the Customer to the Installer.

11.

Liability Disclaimer and Indemnification

a. Installer will undertake reasonable efforts to mark off areas where work is in progress. However, it is the sole responsibility of the Customer to keep unauthorized persons away from the project work area. Installer disclaims any and all liability for damages or injuries to persons or property arising out of unauthorized use or access to the project work area.

b. Installer disclaims any and all liability for injuries or damages to persons or property arising out of services performed under this Contract except in such instances where the damages or injuries are the direct result of the negligence or intentional or willful misconduct of the Installer or its authorized personnel.

c. Customer agrees to defend, indemnify and hold harmless the Installer from and against any and all claims, actions, causes of action, judgments, liabilities, injuries or damages to persons or property arising out of or resulting from the negligence, willful or intentional misconduct of the Customer or breach of the Customers duties and responsibilities hereunder or in the event such damages or injuries to persons or property are caused by third parties outside the control of the Installer.

12.

Arbitration

All claims and disputes relating to this Contract shall be subject to arbitration at the option of either the Customer or the Installer in accordance with the arbitration rules of the American Arbitration Association for the construction industry in effect at the time of the arbitration. Written notice of demand for arbitration shall be filed with the other party to the contract and with the American Arbitration Association within a reasonable time after the dispute has arisen.

13.

Assignment

The parties respective obligations under this Contract for Services may not be assigned or transferred to another person or party without the prior written consent of the other party, which consent shall not be unreasonably withheld.

14.

Entire Agreement/Modification

This Contract for Services and attachments hereto constitute the entire agreement between the parties. Subsequent change orders may be incorporated by reference into this agreement only if they are in writing and signed by the Customer and an authorized representative of the Installer. This Contract for Services supersedes any prior oral or written agreement or proposal between the parties hereto and may be modified only by a writing signed by the Customer and an authorized representative of the Installer.

15.

Severability

If any provision of this Contract for Services shall be held invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court of competent jurisdiction finds that any provision of this Contract for Services is invalid or unenforceable, but that by limiting such provision it would become legal and enforceable, then such provision shall be deemed to be written, construed and enforced as so limited.

16.

Waiver of Contractual Right

The failure of either party to enforce any provision of this Contract for Services shall not be construed as a waiver or limitation of that partys right to subsequently enforce and/or compel strict compliance with every other provision of this Contract.

17.

Applicable Law

This Contract for Services shall be governed and construed in accordance with the laws of the State of ________________.

18.

Notices

Any notices required or permitted hereunder shall be given to the appropriate party at the addresses specified in the opening paragraph of this Contract for Services or to such other address as the party shall specify in writing. Such notice shall be deemed given upon personal delivery to the appropriate address or three (3) days after sent by certified or registered mail or overnight delivery service.

Customer

By: ___________________________ Date: __________________

Installer

By: ___________________________ Date: __________________