ACCEPTANCE OF PROPOSAL: The prices, specification, and General Terms and Conditions attached to this Proposal are satisfactory and are hereby accepted. Contractor is authorized to do the work as specified.
Signature: ________________________________ Date Accepted: ________________________________
GENERAL TERMS AND CONDITIONS
The attached executed Proposal is subject to the following Terms and Conditions (collectively with the Proposal, the “Agreement”)
1. Change Orders
The Scope of Work may be modified (1) to account for hidden, concealed, or unforeseen conditions not readily observable to a prudent contractor for the purpose of performing the Scope of Work and which conditions require the expenditure of an additional cost to Contractor to perform the Scope of Work (“Unforeseen Conditions”) or (2) to account for additional or different work not identified in the Scope of Work which is requested by the Owner (“Owner Changes”). If either of these events occurs the parties agree that the following shall apply:
Unforeseen Conditions: As soon as practical after its discovery, Contractor agrees to notify Owner verbally of the potential for additional cost due to an Unforeseen Condition and also to provide Owner a written estimate of that additional cost (“Change Order”). The parties agree that the Change Order provided by Contractor is not a commitment to perform additional work until executed by both parties. The parties agree that a Change Order for the Scope of Work due to Unforeseen Conditions may only occur upon their mutual written assent. If the parties do not execute a Change Order for the Scope of Work due to an Unforeseen Condition, and the Unforeseen Condition does not impair or prevent Contractor’s performance and completion of the Scope of Work, then the Contractor shall perform the Scope of Work without regard to the Unforeseen Condition. If the parties do not execute a Change Order for the Scope of Work due to an Unforeseen Condition, and the Unforeseen Condition impairs or prevents Contractor’s performance and completion of the Scope of Work, then the Contractor may elect to terminate this Contract after giving Owner five (5) days prior written notice, and any unpaid balance to Contractor for work performed will be due upon receipt of a Final Invoice.
Owner Changes: After receiving notice of the Owner’s desire for work in addition to or different from the Scope of Work (“Owner Changes”), the Contractor may provide Owner with a Change Order as soon as is reasonable, given the scope of the Owner Changes. If the Contractor provides a Change Order for the Owner Changes, the Parties agree that the Change Order is not a commitment to perform the additional or different work. The Parties agree that a change in the Scope of Work due to Owner Changes may only occur upon the execution of a Change Order by both parties. If the Parties do not execute a Change Order for the Scope of Work due to Owner Changes and the Owner Changes, if not performed, impair or prevent Contractor’s performance and completion of the Scope of Work, then the Contractor may elect to terminate this Contract after giving Owner five (5) days prior written notice, and any unpaid balance owed to Contractor for work performed will be due upon receipt of a Final Invoice.
Contractor agrees to maintain all necessary forms of insurance to protect Owner from liability for any occurrence arising from its performance of the Scope of Work and that all forms of insurance carried hereunder shall be with companies licensed to do business in this state. Contractor shall at all times maintain liability insurance of at least $1 million, and worker’s compensation insurance as required by law.
Owner shall notify Owner’s insurance agent of this agreement, and obtain any necessary riders to Owner’s current insurance coverage or any locally customary forms of coverage, such as Builder’s Risk, to cover Owner’s interest and liabilities during Contractor’s performance of the Scope of Work.
3. Contractor Warranty
The Scope of Work will be completed by Contractor in a good and workmanlike manner, using good quality materials. Contractor warrants all material and workmanship used in the performance of the Scope of Work for three years after the completion of the Scope of Work. Upon written demand of the Owner within that time, Contractor will provide, without cost to the Owner, repair or replacement of materials or workmanship determined to be in need of repair or replacement, or at Contractor’s election, the price of the services and materials provided. The Contractor has the sole discretion to determine whether the materials or workmanship complained of by Owner shall be repaired or if Owner will receive a refund. The warranty does not apply in case of improper maintenance, force majeure events, actions by third parties, or other conditions not reasonably within Contractor’s control.
Water intrusion may result from multiple sources, including but not limited to surface water, ground water, improper maintenance (including clogged drains and gutters), flooding, ice dams or other sources.
In the case of basement moisture remediation, unless Contractor exposes and seals the entire exterior foundation, Contractor cannot guarantee a dry basement after the work is performed.
All work performed is intended to preserve existing foundations as much as possible; in general, and unless specifically provided in a Scope of Work, the services provided will not add significant structural value to an existing foundation. Moreover, Contractor is not a Professional Engineer and cannot guarantee the structural integrity or condition of the existing foundation.
Contractor is not responsible for damage to lawns, shrubs, plants, trees, or other landscaping surrounding the area in which work is performed. Owner should expect that in the course of providing services some damage to landscaping will occur.
Contractor cannot guarantee that the work included in the Scope of Work will remedy all issues and Owner acknowledges that additional work may be required to completely resolve the problems described by the Owner.
5. Dispute Resolution
Explanation of Owner’s Rights: The Oregon Construction Contractor’s Board (“CCB”) requires disclosure of the following:
(1) Owner has the right to receive the products and services agreed to in this Agreement.
(2) Owner has the right to resolve disputes through the means outlined in this Agreement, as defined in the Arbitration clause below.
(3) Despite the Arbitration clause in this Agreement, Owner has the right to file a complaint with the CCB. However, Owner must comply with the Arbitration clause in this Agreement during the resolution of the CCB complaint.
Explanation of Arbitration Clause: This Agreement requires the parties to resolve disputes that may arise during or after performance of the Scope of Work pursuant to the Arbitration clause below. This Arbitration clause limits a consumer’s ability to have their dispute resolved by the Oregon court system. The Oregon Construction Contractors Board urges consumers to read and understand the entire contract – including any arbitration clause – before signing a construction contract. Consumers are not obligated to accept contract terms proposed by the contractor, including arbitration provisions. These may be negotiated to the satisfaction of both Parties.
Arbitration: All claims or disputes between Contractor and Owner arising out of or relating to the Agreement shall be decided by arbitration in accordance with the rules of the Arbitration Service of Portland (“ASP”) then in effect unless the parties mutually agree otherwise. All contract claims must be made, if at all, no later than six months after either party receives written notice from the other that a dispute has arisen. Any award rendered by the arbitrator shall be final and judgment may be entered upon it in accordance with the applicable law in any court having jurisdiction thereof. Except by written consent of the person or entity sought to be joined, no arbitration arising out of or relating to the Agreement shall include, by consolidation, joinder or in any other manner, any person or entity not a party to the Agreement under which such arbitration arises, unless it is shown at the time the demand for arbitration is filed that (1) such person or entity is substantially involved in a common question of fact or law, (2) the presence of such person or entity is required if complete relief is to be accorded in the arbitration, and (3) the interests or responsibility of such person or entity in the matter is not insubstantial. The agreement herein of the parties to the Agreement and any other written agreement to arbitrate referred to herein shall be specifically enforceable under applicable law in any court having jurisdiction thereof. No party shall be entitled to its attorney fees or costs related to any claim arising out of or related to this Agreement regardless of when such claim is commenced.
6. Limitation of Damages
Contractor and Owner waive claims against each other for consequential damages. This mutual waiver includes, but is not limited to:
a. Damages incurred by Owner for loss of income, profit, financing, business, and reputation; and
b. Damages incurred by Contractor for losses of financing, business and reputation, and for loss of profit except anticipated profit arising directly from the Work.
In any case the parties agree that the damages recoverable under this agreement are limited to the contract price provided in the proposal.
7. Ice & Snow
Ice and snow melt can access areas that do not reflect a failure in our waterproofing system. MWDM, LLC will not warrantee work that has failed due to an ice or snow event, or a combination of both.
8. Framing Systems and Penetrations
In regard to our interior basement waterproofing systems, any framing added after our system is installed needs to have the base plate attached with a construction adhesive, and not any fastening penetrations. Using any new fasteners will void all MWDM, LLC warranties.
9. Miscellaneous Provisions
Severability: If any portion of the Agreement is found invalid or unenforceable by any court, the remaining provisions shall remain in force between the parties.
Entire Agreement: This Agreement constitutes the entire agreement of the parties and can only be modified in writing and pursuant to the terms of this Agreement.
No Third-Party Beneficiaries: Nothing in this Agreement, express or implied, is intended or will be construed to confer on any person, other than the parties to this Agreement, any right, remedy, or claim under or with respect to this Agreement.
Governing Law: This Agreement will be governed by and construed in accordance with the laws of the state of Oregon, without regard to conflict-of-laws principles.
Waiver: All rights and remedies conferred under this Agreement or by any other instrument or law shall be cumulative and may be exercised singularly or concurrently. Failure by either party to enforce any term shall not be deemed a waiver of future enforcement of that or any other term.
Assignment. Unless agreed to in writing by both parties, this Agreement and the rights and obligations under it are not assignable by either party.
Duplicates of this estimate will be sent to the prospective client as well as the main office.
All material is guaranteed to be as specified. All work to be completed in a workmanlike manner according to standard practices. Any alteration or deviation from above specifications involving extra costs will be executed only upon written orders, and will become an extra charge over and above the estimate. In case of encountering any unforeseen underground obstructions which impedes or stop normal production, work will stop until owner has been notified and an acceptable change order cost has been agreed upon. All agreements contingent upon strikes, accidents, or delays beyond our control. Contractor does not guarantee to stop any leaks coming up through the floor or the cold joint (where the floor meets the wall.) Contractor diagnosis of source of problem is largely determined by customer’s diagnosis, input, and knowledge. Misinformation/misdiagnosis can and could result in wrongful diagnosis of underlying problem. Any transfer/change of ownership of property shall void all warranties unless written out in the original contract. Owner to carry fire, earthquake, and other necessary insurance. Our workers are covered by Worker’s Compensation Insurance, as needed. All permit, special inspection or re-inspection fees with be at owner’s expense. Security deposit is nonrefundable. Mediation and/or arbitration to be used first in the event of any disputes. Our company will not be held responsible for the survival of lawns, shrubs, plants or trees. Quoted price reflect a 5% discount for cash or check. Add 5% for credit card usage.
Additional $50 charge for checks returned for any reason.