TERMS AND CONDITIONS
1. Parties and Scope Of Work. Sun Smart Roofing
(“Contractor”) shall mean the company performing the Work.
“Work” means that specific services to be performed by the
Contractor as set forth on the front of this agreement or in
any agreement between the Contractor and client. “Client”
refers to the person(s) or business entity ordering the work
to be done by Contractor and shall be responsible for the
payment thereof. If the Client is ordering the work on behalf
of another, the Client represents and warrants that the Client
is the duly authorized agent of said party for the purpose of
ordering and directing said work. Unless otherwise stated in
writing, the Client assumes sole responsibility for
determining whether the nature of the work ordered by the
Client is adequate and sufficient for the Client’s intended
purpose. In performing its Work, the contractor shall be
entitled to rely on the work of third parties, the
representations of Client and the public record and shall be
under no obligation to verify any of the foregoing. The
ordering of additional service and/or materials from
contractor beyond the scope of the Work shall constitute
acceptance of the terms of these General Conditions as to
such additional services and/or materials.
2. Insurance. Sun Smart Roofing shall carry worker’s
compensation, automobile, and commercial general liability
insurance. Sun Smart Roofing will furnish a Certificate of
Insurance upon request. Customer shall purchase and
maintain builder’s risk and property insurance, including
labor and materials furnished by Sun Smart Roofing,
covering fire, extended coverage, malicious mischief,
vandalism, and theft on the premises to protect against loss
or damage to material and partially completed work until the
job is completed and accepted. Moneys owed to Sun Smart
Roofing shall not be withheld by reason of any damage or
claim against Sun Smart Roofing covered by liability,
property, or builder’s risk insurance.
3. Right of Entry. The client shall provide rights of entry for
Contractor and/or their representatives and necessary
permissions in order for Contractor and/or their
representative to complete its services.
4. Site Conditions. Sun Smart Roofing shall be provided with
direct access to the work site for the passage of trucks and
materials and direct access to the roof. Sun Smart Roofing
shall not be required to begin work until underlying areas are
ready and acceptable to receive Sun Smart Roofing’s work
and sufficient areas of roof deck are clear and available and
free from snow, water, or debris to allow for continuous full
operation. If Sun Smart Roofing is required to perform its
work out of sequence, to undertake multiple mobilization and
demobilization, or to work around obstructions or equipment
that were not shown on the original plans, Sun Smart
Roofing shall be entitled to additional compensation and time
commensurate with the additional costs and time expended
by Sun Smart Roofing. The raising, disconnection, re-
connection, or relocation of any mechanical equipment on
the roof that may be necessary for Sun Smart Roofing to
perform the roofing work shall be performed by others or
treated as an extra.
5. Payment terms.
5.1 All payments are due in full within 30 days of substantial
completion / invoice date unless other arrangements are
made in writing, agreed to, and signed by both the contractor
and client. If payments due under this agreement are not
paid in full within thirty (30) days of the date such payments
are due, Contractor reserves the right to pursue all
appropriate remedies, including stopping work with two (2)
days prior written notice.
5.2 If at any time an invoice remains unpaid for a period in
excess of thirty (30) days, a service charge of one and on
half percent (1-1/2%) per month from the date of original
invoice, an effective maximum rate of eighteen percent
(18%) per annum, will be charged on past due accounts.
5.3 Timely payment of amounts due under this agreement is
a condition of this agreement. Failure to make payments in
full within the time limits stated above will be considered
substantial non-compliance with the terms of this agreement
and will be cause for termination of this agreement if
Contractor so chooses.
5.4 In the event a lien or suit is filed by Contractor to collect
any amounts owed under this agreement, Client agrees to
pay Contractor reasonable attorney’s fees, plus all costs and
other expenses incurred by Contractor in connection with
such lien or suit.
5.5 All parties agree to waiver of trial by jury
6. Restrictions and Requirements. In the event that state,
county, or municipal codes or regulations require work not
expressly set forth in this Agreement or differ materially from
that generally recognized as inherent in work of the
character provided for in this Agreement, all extra cost for
Contractor’s labor and materials shall be the sole obligation
of the Customer. If the substrate roof condition results in
ponding pursuant to the Florida Building Code and
modifications are required to correct the roof so ponding will
not occur, Contractor will notify Customer immediately. It
shall be the sole obligation of the Customer to determine the
existence of restrictions contained in deeds, subdivision or
neighborhood regulations which might relate to or restrict the
improvements under this Agreement. Contractor shall have
no liability or responsibility for any such non-conformity with
such restrictions/requirements. Contractor shall be entitled to
payment from Customer of all sums due hereunder not
withstanding any injunction/prohibition against the work as a
result of any violation of such restriction/requirement.
7. Customer Protection of Property. Due to the nature of the
construction to be done at Customer’s request, the
Customer takes sole responsibility for any damage done to
curbs, walkways, driveways, structures, septic tanks, HVAC,
utility lines, pipes, landscaping, appurtenances, person(s) or
real or personal property at the job location. Contractor is not
responsible/liable for any hairline cracks, or any cracks, in
the ceiling due to the removal and reinstalling of the roof or
any damage caused by dust or debris caused by
Contractor’s work. Contractor is not liable for damage to
person or property caused by nails, and Customer agrees
that it will take the appropriate precautions to avoid said
damage. Contractor does not warrant against tile slippage
with a mortar or foam type tile roof system on any roofs over
4/12 pitch not mechanically fastened. During the course of
the roofing work, Customer agrees to hold Contractor not
liable for water intrusion that occurs from the date of
commencement of roof repairs, remodeling, or other roofing
services through the date of completion of such work. Unless
otherwise specified, there is no specific completion date.
However, Contractor will perform the work hereunder within
a reasonable time and in a workmanlike manner. The cost
for testing/abatement for asbestos is the sole responsibility
of the Customer. As part of the roofing process, odors and
emissions from roofing products will be released and noise
will be generated. Customer shall be responsible for indoor
air quality and shall hold Contractor harmless, indemnify and
defend Contractor from claims relating to fumes and odors
that are emitted during the normal roofing process.
8. Dispute Resolution. If a dispute shall arise between Sun
Smart Roofing and Customer with respect to any matters or
questions arising out of or relating to this Agreement or the
breach thereof, Sun Smart Roofing and Customer will seek
to mediate the dispute. If mediation is not successful,
arbitration shall be conducted in accordance with the
Construction Industry Arbitration Rules of the American
Arbitration Association unless the parties mutually agree
otherwise. This Agreement to arbitrate shall be specifically
enforceable under the prevailing arbitration law. The award
rendered by the arbitrators shall be final, and judgment may
be entered upon it in any Court having jurisdiction thereof.
Any legal claim against Sun Smart Roofing alleging any
breach of this contract or negligence by Sun Smart Roofing
must be initiated no later than two (2) years after Sun Smart
Roofing performed the roofing installation covered by this
contract. Collection matters may be processed through
litigation or arbitration at the discretion of Sun Smart
Roofing.
9. Damage Limitation. In no event, whether based on contract,
warranty (express or implied), tort, federal or state statute or
otherwise arising from or relating to the work and services
performed under the Agreement, shall Contractor be liable
for special, consequential, or indirect damages, including
loss of use or loss of profits. Contractor and Customer agree
to allocate certain of the risks so that, to the fullest extent
permitted by law, Contractor’s total aggregate liability to
Customer is limited to the dollar amount of the Agreement
for any and all injuries, damages, claims, expenses or claim
expenses including attorneys’ fees arising out of or relating
to this Agreement regardless of whether it is based in
warranty, tort, contract, strict liability, negligence, errors,
omissions, or from any other cause or causes.
10. Warranties. THE WORK WILL BE PERFORMED IN
ACCORDANCE WITH THIS AGREEMENT, ALL
REQUIRED BUILDING CODES, INSPECTIONS, THESE
TERMS AND CONDITIONS, AND GENERALLY
ACCEPTED PRACTICES. ALL BUILDING & ZONING
PERMITS, INSPECTIONS AND COSTS IF REQUIRED
ARE THE RESPONSIBILITY OF THE CLIENT UNLESS
SPECIFICALLY NOTED OTHERWISE IN THIS
AGREEMENT. 10.2 WORKMANSHIP IS GUARANTEED
AS INDICATED IN THE CONTRACT BETWEEN
CONTRACTOR & CLIENT. THE MANUFACTURER’S
PRODUCT WARRANTY IS THE ONLY WARRANTY ON
THE PRODUCT DESCRIBED ON THE OTHER SIDE OF
THIS CONTRACT, THERE IS NO OTHER PRODUCT
WARRANTY. THE FOREGOING WARRANTIES AND
REMEDIES ARE EXCLUSIVE AND IN LIEU OF ALL
OTHER WARRANTIES, REMEDIES, GUARANTIES, AND
LIABILITIES, EXPRESSED OR IMPLIED, ARISING BY
LAW OR OTHERWISE, INCLUDED, WITHOUT
LIMITATION, THE IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE, ALL OF WHICH ARE EXPRESSLY
EXCLUDED. ALL WARRANTIES ARE VOID IF SUMS DUE
TO THE CONTRACTOR ARE NOT PAID IN FULL, OR IF
UNAUTHORIZED SERVICE, ALTERATIONS OR
ADJUSTMENTS HAVE BEEN MADE TO ANY OF THE
WORK.
11. Limitations of Liability. CONTRACTOR SHALL NOT BE
LIABLE FOR DAMAGES OF ANY KIND WHICH RESULT
FROM FIRE, FLOOD, STRIKE, THIRD PARTIES, ACTS OF
GOD, ACTS OF TERRORISM, OR BY ANY OTHER
CIRCUMSTANCES WHICH ARE BEYOND THE CONTROL
OF THE CONTRACTOR INCLUDING BUT NOT LIMITED
TO SEVERE WEATHER. 9.2 CONTRACTOR’S LIABILITY
FOR DAMAGES OF ANY KIND DUE TO BREACH OF
WARRANTY, CONTRACT, ERROR, OMISSION OR
NEGLIGENCE OR ANY TORT SHALL BE LIMITED TO A
MAXIMUM OF THE TOTAL AMOUNT PAID TO
CONTRACTOR UNDER THIS CONTRACT. UNDER NO
CIRCUMSTANCES SHALL CONTRACTOR BE LIABLE
FOR SPECIAL, INDIRECT OR CONSEQUENTIAL
DAMAGES. 9.3 IN THE EVENT CLIENT DESIRES TO
MAKE ANY CLAIM AGAINST CONTRACTOR, CLIENT
SHALL PROVIDE CONTRACTOR WITH WRITTEN
NOTICE OF THE CLAIM WITHIN SEVEN DAYS FROM
THE DATE CLIENT, OR ITS AGENTS, FIRST DISCOVERS
THE CLAIMS OR THE SAME SHALL BE BARRED. ANY
CLAIMS AGAINST CONTRACTOR BROUGHT ON THIS
CONTRACT OR IN ANY WAY ARISING OUT OF THIS
CONTRACT MUST BE FILED WITHIN ONE YEAR FROM
THE TIME THE CAUSE OF ACTION ACCRUED OR IT
SHALL BE TIME BARRED. 9.4 UNDER NO
CIRCUMSTANCES SHALL ANY EMPLOYEE,
STOCKHOLDER, OFFICER OR AGENT OF
CONTRACTOR HAVE ANY INDIVIDUAL LIABILITY TO
THE CLIENT, NOTWITHSTANDING THE AFORESAID, IN
THE EVENT ANY JUDGMENT IS ENTERED AGAINST
ANY SUCH INDIVIDUAL, CLIENT AGREES TO LOOK
EXCLUSIVELY TO THE ASSETS OF CONTRACTOR FOR
SATISFACTION OF SAID JUDGMENT.
12. Claims. It is Customer’s duty to notify Contractor in writing
within 3 days of the occurrence of any claim, defect or
deficiency arising out of work, services or materials provided
by Contractor under this Agreement (“Occurrence”). Failure
of the Customer to provide written notice of the Occurrence
shall result in the Customer waiving all claims that maybe
brought against Contractor arising out of or relating to the
Occurrence, including claims arising in law, equity, contract,
warranty (express or implied), tort or federal or state
statutory claims.
13. Working Hours. This proposal is based upon the
performance of all work during Contractpor’s regular work
hours. Extra charges will be made for overtime and all
premium time if required by Customer.
14. Material References. Contractor is not responsible for the
actual verification of technical specifications of product
manufacturers; i.e., R-value or ASTM or UL compliance, but
rather the materials used are represented as such by the
material manufacturer.
15. Oil-canning. Metal roofing and especially lengthy flat-span
sheet-metal panels often will exhibit waviness, commonly
referred to as “oil-canning.” The degree of oil-canning and
the appearance of the panels will vary depending on factors
such as the length and color of the panels, alloy, gauge,
galvanizing process, substrate condition, and exposure to
sunlight. Oil-canning pertains to aesthetics and not the
performance of the panels. The type of metal roofing panels
specified can affect the degree of oil-canning. Sun Smart
Roofing is not responsible for oil-canning or aesthetics. Oil-
canning shall not be grounds to withhold payment or reject
panels of the type specified.
16. Construction and Interpretation. Each provision of the
Agreement shall be construed as if both parties mutually
drafted this Agreement. If a provision of this Agreement (or
the application of it) is held by a court or arbitrator to be
invalid or unenforceable, that provision will be deemed
separable from the remaining provisions of the Agreement,
will be reformed/enforced to the extent that it is valid and
enforceable, and will not affect the validity or interpretation of
the other provisions or the application of that provision to a
person or circumstance to which it is valid and enforceable.
Headings are for convenience only and do not affect
interpretation. This Agreement records the entire agreement
of the parties and supersedes any previous or
contemporaneous agreement, understanding, or
representation, oral or written, by the parties. All
documents/exhibits referred to in this Agreement are an
integral part of the Agreement and are incorporated by
reference. This Agreement incorporates the documents
entitled “Limited Workmanship Warranty” and “Statutory
Warnings.” Customer acknowledges that it has read/agreed
to all incorporated documents and exhibits.
17. Photo Release. I hereby grant the Sun Smart Roofing
permission to use the likeness of my home in a photograph,
video, or other digital media (“photo”) in any and all of its
publications, including web- based publications, without
payment or other consideration. I understand and agree that
all photos will become the property of Sun Smart Roofing
and will not be returned. I hereby irrevocably authorize Sun
Smart Roofing edit, alter, copy, exhibit, publish, or distribute
these photos for any lawful purpose. In addition, I waive any
right to inspect or approve the finished product of my home’s
likeness. Additionally, I waive any right to royalties or other
compensation arising or related to the use of the photo. I
hereby hold harmless, release, and forever discharge the
Sun Smart Roofing from all claims, demands, and causes of
action which I, my heirs, representatives, executors,
administrators, or any other persons acting on my behalf or
on behalf of my estate have or may have by reason of this
authorization.
CUSTOMER INITIALS ____________________________
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