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This Drainage Subcontractor Agreement is between a general contractor and a subcontractor for the provision of drainage services. This document contains the material terms and conditions of the agreement including the scope of the services, the compensation arrangement and the term of the agreement. It includes numerous standard provisions that are commonly found in these types of agreements and may be customized to address the specific needs of the contracting parties. This document should be used by a contractor or a subcontractor when entering into an agreement for drainage services.
This Drainage Subcontractor Agreement is between a general contractor and a subcontractor for the provision of drainage services. This document contains the material terms and conditions of the agreement including the scope of the services, the compensation arrangement and the term of the agreement. It includes numerous standard provisions that are commonly found in these types of agreements and may be customized to address the specific needs of the contracting parties. This document should be used by a contractor or a subcontractor when entering into an agreement for drainage services. DRAINAGE SUBCONTRACTOR AGREEMENT THIS AGREEMENT (the “Agreement) is effective as of the ___ day of ______________, 20___ [Instruction: Insert Date] (the “Effective Date”), by and between ___________________ [Instruction: Insert Name of Contractor], _____________________ [Instruction: Insert Address] (the “Contractor”), and ____________________ [Instruction: Insert Name of Subcontractor], _____________________ [Instruction: Insert Address] (the "Subcontractor"). WHEREAS, the Contractor desires to obtain the services of the Subcontractor for the purposes of providing drainage services to the Contractor; WHEREAS, the Subcontractor desires to provide Subcontractor’s drainage services to the Contractor pursuant to the terms and conditions contained herein. NOW, THEREFORE, for good and valuable consideration of the mutual covenants and agreements contained herein, the receipt and adequacy of which is hereby acknowledged, the Contractor and the Subcontractor hereby covenant and agree as follows: 1. TERM A. The term of this Agreement shall weeks commence upon the Effective Date and conclude upon completion of the Work (as such term is defined in paragraph Error! Reference source not found.2 hereof) on the Premises (as such term is defined in paragraph Error! Reference source not found.2 hereof) (the “Term”), unless otherwise terminated pursuant to paragraph Error! Reference source not found.1(Error! Reference source not found.B) hereof. B. This agreement may be terminated by either party upon written notice if: i. Either party breaches a material provision or defaults on its obligations under this agreement, and upon written notification by the other party, fails to remedy such breach within (30) days; ii. If any representation or warranty made herein shall be found to be false, incorrect or misleading in any material respect, by omission or otherwise. iii. In the event of insolvency, bankruptcy, liquidation, death, or disability of the other party. 2. SERVICES A. The Subcontractor shall provide drainage services, labour, materials and equipment to the Contractor for the performance of the work (the “Work”) to be completed by the Subcontractor in accordance with the Contractor’s specific plans and specifications and pursuant to the terms and conditions contained on Schedule “A” annexed hereto. 2 B. The Subcontractor shall perform the Work at __________________ [Instruction: Insert Address] (the “Premises”) or at such other location as the Contractor may direct. C. The Subcontractor agrees that it shall not deliver any material or equipment to the Premises or commence the Work until the Subcontractor receives written notice from the Contractor to do so. The Subcontractor will commence the Work upon receiving such written notification from the Contractor and shall perform the Work on Work Days. “Work Days” shall mean the days commencing Monday through ____________ [Instruction: Insert Day of the Week] between the hours of _______ a.m. [Instruction: Insert Time] and _______ p.m. [Instruction: Insert Time]. D. Subject to the condition that each of the parties hereto and their servants, agents and subcontractors shall at all material times have the necessary qualifications, each of the Contractor and the Subcontractor agrees to use and contract exclusively with the other party for the drainage services to be performed at the Premises. 3. COMPENSATION The Contractor hereby agrees that it shall pay to the Subcontractor the sum of [Instruction: Insert Amount] (the “Fee”) in consideration of Subcontractor’s Work at the Premises. __________________ percent (___%) of the Fee shall become due payable upon execution of this Agreement, and the remainder shall become due and payable upon the completion of the Work at the Premises, provided said Work is done in a manner that is satisfactory to the Contractor. 4. REPRESENTATIONS, WARRANTIES, INDEMNIFICATION AND REMEDIES A. The Subcontract represents and warrants that: i. The Subcontractor has the complete power and authority to enter into this Agreement and that this Agreement constitutes a valid and legally binding agreement enforceable against the Contracted Party. ii. The Subcontractor shall undertake and complete in a timely and good and workmanlike manner the drainage services required at the Premises by the Contractor to the same extent and in the same manner as if the Subcontractor had been contracted for the drainage services at the Premises independently. iii. The Subcontractor shall maintain, at a minimum, a standard commercial public liability and property damage insurance with limit in the amount of ____________________ Dollars ($____________) [Instruction: Insert Coverage Amount]. On such insurance policies, the Contractor shall be listed as an additional insured. The Subcontractor shall also maintain all other State legislated workers compensation insurance coverage and any other insurance as may be reasonably required by the Contractor. B. The Subcontractor shall, at its own expense, indemnify, save and hold the Contractor © Docstoc®, Inc. 2011 – All Rights Reserved harmless from any and all damages, losses and costs (including, but not limited to, legal costs and attorneys' fees) incurred or sustained by reason of or arising out of any breach or alleged breach by the Subcontractor of any of the representations, warranties, or agreements herein made by the Subcontractor. Without limiting any right or remedy otherwise available to the Contractor, in the event of any such claim, the Contractor shall have the right to withhold from any monies payable hereunder an amount reasonably related to such claim, including but not limited to anticipated legal fees and costs. C. The Subcontractor liability shall be strictly limited to the value of the drainage services agreed to be performed and for greater certainty the Subcontractor shall not be liable for any general, special, incidental or consequential damages including, but not limited to, property and equipment damage, loss of production, loss of profits, loss of revenue, or any other business or economic disadvantage suffered by either the Contractor or the customer on account of any default or negligence of the Subcontractor. The Subcontractor agrees to indemnify and save the Contractor harmless from any claims or judgments brought or made against it in contravention or excess thereof. 5. MISCELLANEOUS A. The parties hereto are independent contractors and nothing contained herein shall be interpreted as creating any relationship other than that of independent contracting parties. The parties shall not be construed as being partners, joint venturers, shareholders, employer/employee, or agent/servant. The Subcontractor has no power or authority to bind the Contractor to any obligation, agreement, debt or liability. The Subcontractor shall not hold itself out as an agent or representative of the Contractor. B. This Agreement shall be governed by and interpreted according to the laws of the State of ______________________, [Instruction: Insert State], applicable to agreements to be wholly performed therein, with jurisdiction exclusive to the Federal and State courts located in the County of _____________ [Instruction: Insert County], State of ______________ [Instruction: Insert State], and the parties hereto irrevocably consent to the jurisdiction of such courts. C. This Agreement may not be assigned or transferred by either party without the express written consent of the other party which consent may be withheld in the discretion of the consenting party. Subject to the foregoing, this Agreement shall be binding upon and enure to the benefit of the parties and their respective heirs, administrators, executors, successors and permitted assigns. Nothing herein, express or implied, is intended to confer upon any person, other than the parties and their respective heirs, administrators, executors, successors and permitted assigns, any rights, remedies, obligations or liabilities under or by reason of this Agreement. D. This Agreement and the Schedules referred to herein constitute the entire agreement between the parties and supersede all prior agreements, representations, warranties, statements, promises, information, arrangements and understandings, whether oral or written, express or implied, with respect to the subject matter hereof. The parties further acknowledge and agree © Docstoc®, Inc. 2011 – All Rights Reserved that, in entering into this Agreement, they have not in any way relied, and will not in any way rely upon any oral or written agreements, representations, warranties, statements, promises, information, arrangements or understandings, express or implied, not specifically set forth in this Agreement or in such schedules, documents or instruments. E. No failure by either party to pursue any remedy resulting from a breach of this Agreement by the other shall be construed as a waiver of that breach or as a waiver of any subsequent or other breach unless such waiver is in writing and signed by the non-breaching party. F. Each provision of this Agreement is intended to be severable. If any provision hereof is illegal or invalid, such illegality or invalidity shall not affect the validity of the remainder hereof. IN WITNESS WHEREOF, the Contractor and the Subcontractor have executed this Agreement as of the day and year first written above. CONTRACTOR: ________________________________ [Instruction: sign] By: ___________________________ [Instruction: Insert Name of Signatory] Title: ___________________________ [Instruction: Insert Title of Signatory] SUBCONTRACTOR: ________________________________ [Instruction: sign] By: ___________________________ [Instruction: Insert Name of Signatory] Title: ___________________________ [Instruction: Insert Title of Signatory] © Docstoc®, Inc. 2011 – All Rights Reserved SCHEDULE “A” TERMS AND CONDITIONS “All forms and documents from DocStoc are provided “as is” without warranty of any kind, express or implied. DocStoc does not provide any legal advice, and assumes no responsibility for the enforceability or effectiveness of its documents. Users should consult with a lawyer if there is any question as to the appropriateness of the documents for their particular situation.” © Docstoc®, Inc. 2011 – All Rights Reserved
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