This AGREEMENT between Client listed on the proposal (hereinafter called the Client), and Urban Improvements, Inc. (hereinafter called the Contractor).
WHEREAS the Client is desirous of having certain works (as described in the Schedule hereto), carried out on the premises address listed in the proposal (hereinafter called the Property).
IT IS HEREBY AGREED that:
1. TERMS AND CONDITIONS
a. The Contractor shall carry out and complete all works indicated in the schedule to this contract in good substantial and workmanlike manner.
b. The Contractor shall complete the works within the time specified under the Contract Period, or any such extension of time as may be agreed upon by the Client thereafter.
c. Any works not included in the schedule of works shall be deemed to be VARIATIONS TO CONTRACT and all terms and conditions of the original contact shall apply.
d. The Client agrees to pay to the Contractor the Total sum of per the terms of the proposal sent (each invoice will have it's own respective due date).
2. Both parties shall extend the Contract period by a fair and reasonable amount of time if the Contractor:
a. Has to spend extra time on the work as a result of variations in the schedule of work.
b. Cannot finish on time for reasons beyond their control, including, but not limited to any delays caused by the Client.
3. VARIATIONS TO THE CONTRACT
Any amendments or modifications to the Agreement must be in writing and approved by both parties. A substantial change to the scope, terms, or conditions of the contract will result in the issuance of a Change Order. The Change Order must be mutually agreed by both parties, outlining the details of the variation, including adjustments to cost, timeline, and scope of work.
4. SUB-CONTRACTING
Contractor shall have the right to hire and engage subcontractors to perform certain tasks and portions of the work under this agreement. Contractor agrees to use qualified and competent sub-contractors and will remain responsible for the performance of all work, including the work performed by sub-contractors.
5. MATERIALS
a. All materials supplied by the Client shall remain the property of the Client.
b. Where the Contractor supplies materials and the Contract does not include the supply of the same, the Contractor shall provide invoices to show the extent of supply and the Client is bound by this contract to
reimburse the Contractor in the sum stated on the invoices submitted.
6. TERMINATION OF THE CONTRACT
a. Either party may terminate this Contract by providing written notice if the other party:
i. Materially breaches any of the terms and conditions of this agreement and fails to remedy the breach within 5 days after receiving written notice of such breach; or
ii. Becomes insolvent or enters into bankruptcy or liquidation, or makes an assignment for the benefit of creditors; or
iii. Fails to perform its obligations under this agreement in a timely and satisfactory manner, or if the other party's performance is deemed unsatisfactory; or
iv. Engages in any illegal activities, fraud, or misrepresentation related to the performance of this agreement.
b. The Contractor may terminate this Contract if the Client:
i. fails to pay any amount due, without giving a reasonable explanation;
ii. Prevents or obstructs the Contractor from the performance of his contractual obligations.
7. EFFECT OF TERMINATION ON COMPENSATION
a. In the event that the Client terminates the Contract, he will be obligated to pay the sums due to the Contractor for any work that's been completed.
b. In the event that the Contractor terminates this Contract, the Client will be obligated to pay for the works properly executed.
c. Both the Client and Contractor may terminate this Agreement, and any obligations stated hereunder, with reasonable cause, by providing written notice of a material breach of the other party; or any act exposing the other party to liability to others for personal injury or property damage.
8. BUSINESS LICENSES, PERMITS, AND CERTIFICATES
The Contractor represents and warrants that all employees and personnel associated shall comply with federal, state, and local laws requiring any required licenses, permits, and certificates necessary to perform the Services under this Agreement.
9. CONFIDENTIALITY
The Contractor acknowledges that it will be necessary for the Client to disclose certain confidential and proprietary information to the Contractor in order for the Contractor to perform their duties under this Agreement. The Contractor acknowledges that disclosure to a third party or misuse of this proprietary or confidential information would irreparably harm the Client. Accordingly, the Contractor will not disclose or use, either during or after the term of this Agreement,
any proprietary or confidential information of the Client without the Client's prior written permission except to the extent necessary to perform services on the Client's behalf.
Proprietary or confidential information includes, but is not limited to: The written, printed, graphic, or electronically recorded materials furnished by Client for Contractor to use; Any written or tangible information stamped “confidential,” “proprietary,” or with a similar legend, or any information that Client makes reasonable efforts to maintain the secrecy of business or marketing plans or strategies, customer lists, operating procedures, trade secrets, design formulas,
know-how and processes, computer programs and inventories, discoveries, and improvements of any kind, sales projections, and pricing information; and information belonging.
10. NO PARTNERSHIP
This Agreement does not create a partnership relationship between the Client and the Contractor. Unless otherwise directed, the Contractor shall have no authority to enter into contracts on the Client's behalf or represent the Client in any manner.
11. SEVERABILITY
This Agreement shall remain in effect in the event a section or provision is unenforceable or invalid. All remaining sections and provisions shall be deemed legally binding unless a court rules that any such provision or section is invalid or unenforceable, thus, limiting the effect of another provision or section. In such case, the affected provision or section shall be enforced as so limited.
12. ASSIGNMENT AND DELEGATION
The Contractor may assign rights and may delegate duties under this Agreement to other individuals or entities acting as a subcontractor ("Subcontractor"). The Contractor recognizes that they shall be liable for all work performed by the Subcontractor and shall hold the Client harmless of any liability in connection with their performed work.
The Contractor shall be responsible for any confidential or proprietary information that is shared with the Subcontractor in accordance with this Agreement.
13. GOVERNING LAW
This Agreement shall be governed under the laws in the State of Washington.
14. INDEPENDENT CONTRACTOR STATUS
The Contractor, under the code of the Internal Revenue Service (IRS), is an independent contractor, and neither the Contractor's employees or contract personnel are, or shall be deemed, the Client's employees.
In its capacity as an independent contractor, Contractor agrees and represents: Contractor has the right to perform services for others during the term of this Agreement; Contractor has the sole right to control and direct the means, manner, and method by which the Services required by this Agreement will be performed. Contractor shall select the routes taken, starting and ending times, days of work, and order the work is performed; Contractor has the right to hire
assistant(s) as subcontractors or to use employees to provide the services required under this Agreement. Neither Contractor, nor the Contractor's employees or personnel, shall be required to wear any uniforms provided by the Client; The Services required by this Agreement shall be performed by the Contractor, Contractor's employees or personnel, and the Client will not hire, supervise, or pay assistants to help the Contractor; Neither Contractor nor Contractor's
employees or personnel shall receive any training from the Client in the professional skills necessary to perform the services required by this Agreement; and Neither the Contractor nor Contractor's employees or personnel shall be required by the Client to devote full-time to the performance of the Services required by this agreement.
15. LIABILITY INSURANCE
The Contractor agrees to bear all responsibility for the actions related to themselves and their employees or personnel under this Agreement. In addition, the Contractor agrees to obtain comprehensive liability insurance coverage in case of bodily or personal injury, property damage, contractual liability, and cross-liability ("Liability Insurance").
16. AUTHORITY TO ENTER INTO CONTRACTS AND PAYMENT RESPONSIBILTY
Property Management confirms it has been duly authorized and empowered to act on behalf of the Property Owner concerning the Property. This authorization includes the full authority to enter into contracts related to repairs, improvements, and maintenance of the Property as outlined in this agreement. By approving and executing the
Agreement, Property Management affirms that is has the full authority to engage Contractor, negotiate terms, and enter into contracts for the necessary repairs or improvements. Furthermore, Property Management assumes full responsibility and liability for ensuring that Contractor is paid in full for the work completed under such contracts.
Property Management acknowledges that it will oversee payment and ensure compliance with agreed-upon payment terms.
17. LATE PAYMENT PENALTY
The balance of any amount which remains unpaid more than thirty (30) calendar days after invoice date shall accrue interest until paid at the rate equal to the lesser of 10% of total invoice amount per calendar month or the maximum allowable amount per law.
18. CREDIT CARD PAYMENT FEES
The Client my choose to make payments via credit card. Should the Client prefer to avoid credit card processing fees, the Client has the option to choose alternative methods of payment, such as bank transfer, check, or other methods agreed upon by both parties. The Client agrees that, in the event of a credit card payment, the Service Provider may charge the Client an additional fee to cover the costs associated with processing the credit card payment. The credit
card fee shall be a percentage of the total payment amount. This fee is subject to change at the discretion of the Service Provider and/or Contractor.
19. AGREEMENT AUTHORIZATION AND ENFORCEBILITY
This Agreement shall be enforced and legally binding once any of the following has occurred: Physical signature, electronic signature, email approval by an authorized party, or approval via an authorized vendor management system.
By approving this contract, both parties acknowledge and confirm their acceptance of all terms and conditions set forth in the Agreement, making it enforceable. The parties acknowledge and agree that any email exchange where the party confirms their acceptance of this Agreement, by either stating approval directly or by responding affirmatively to a request for confirmation, will serve as a valid and enforceable acceptance, equivalent to a signed document. Any
amendments or modifications to the Agreement must be in writing and approved by both parties.
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License: URBANII763CF