1. Contractor’s Duties. Contractor hereby agrees to furnish or to arrange for all labor, materials, supplies, tools, equipment, supervision and services necessary to repair or construct a roof on the Property in accordance with the Contractor’s Proposal, set forth above. For purposes of convenience, the services to be performed and items to be furnished by Contractor are hereinafter designated the “Work.” The Work to be performed by Contractor may be modified by the parties from time to time, without amendment of this Agreement, by written change order signed by the parties. Such change order shall set forth modifications in the Work which have been agreed upon and shall indicate whether the subject change is being made at the recommendation of Owner of Contractor. The Contract Price shall not be adjusted for changes in the Work, except as provided in change orders specifying a change in Contractor’s fee and executed by Owner and Contractor. Such change orders when signed by the parties shall become part of this Agreement.
2. Contractor’s Fee. In Consideration of the performance of Contractor hereunder, Owner agrees to pay Contractor in current funds in two payments. The first progress invoice will be submitted upon 50% completion and will be due within 7 days of said progress invoice. The final invoice will be submitted upon completion and will be due within 7 days as compensation for Contractor’s services the Contract Price, as set forth above. In addition, Owner shall pay Contractor for any and all permits and other fees that Contractor may be required to obtain with respect to the Work by any governmental body or agency. It is agreed that Contractor may file a notice of lien preserving his lien against the Property in a timely fashion to preserve said lien. Any portion of the Contract Price not paid in accordance with the terms of this Roofing Agreement shall bear interest at the rate of eighteen percent (18%) per annum, both before and after judgment, from the date such payment is due until the date such obligation (together with interest, compounded monthly) is paid in full. The Contractor reserves the right to file any unpaid balance to a collection agency thirty (30) days after payment is due.
3. Power. Owner shall provide at his expense any power needed for the completion of the Work.
4 . Subcontracts. Contractor may, in Contractor’s and owners discretion, have any specialized portion foreign to the skills of the Contractoror performed under subcontracts
5. Materials and Workmanship. All materials furnished by Contractor shall be new, and all such materials and all workmanship of Contractor in performance of the Work shall be of good quality and shall meet the acceptable standards in the roofing industry in the area in which the Property is located.
6. LIMITATION OF WARRANTIES AND DAMAGES. EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED IN SECTION 5 HEREOF, THERE ARE NO EXPRESS WARRANTIES BY CONTRACTOR. NO WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSES OR WARRANTIES OF MERCHANTABILITY, SHALL BE IMPLIED. CONTRACTOR SHALL NOT BE LIABLE FOR ANY CONSEQUENTIAL OR INCIDENTAL DAMAGES, INCLUDING ECONOMIC LOSS OR PERSONAL INJURY SUFFERED BY OWNER. BUYER’S EXCLUSIVE REMEDY FOR ANY AND ALL LOSSES OR DAMAGES RESULTING OF FROM CONTRACTOR’S WORK UNDER THIS AGREEMENT, INCLUDING WITHOUT ANY LIMITATION ANY CLAIM OF BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, OR STRICT LIABILITY, SHALL BE LIMITED, AT CONTRACTOR’S OPTION, TO EITHER: (1) RETURN OF THE CONTRACT PRICE; OR (2) REPAIR OR REPLACEMENT OF THE ROOF. IN NO EVENT SHALL CONTRACTOR BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, OR INDIRECT LOSSES OR DAMAGES ARISING FROM CONTRACTOR’S WORK UNDER THIS AGREEMENT.
7. Defects in the Work. Notwithstanding any provision in this Agreement or any duties or obligations of Contractor created by operation of law to the contrary, Contractor shall have no duty or obligation to Owner for any defects in workmanship or materials of which Contractor has not received notice from Owner in writing within sixty (60) months of completion of Work. In event that Contractor receives written notice from Owner identifying a defect in the Work sixty (60) months of the completion of the Work, which defect arises as a result of defective workmanship of Contractor or its employees or subcontractors, or by reason of defective materials used in the Work (which defect should have been detected by Contractor), Contractor shall repair such defect at Contractor’s sole cost and expense. In the event that any other defect in the Work arises or becomes known to Owner after completion of the Work, the responsibility for repair of such defect shall be the responsibility of Owner.
8. Notices. All notices and other communications provided for in this Agreement shall be in writing and shall be sufficient for all purposes if personally delivered or if mailed by certified or registered U.S. mail, return receipt requested, postage prepaid, and addressed to the respective party at the addresses set forth above.
9. Entire Agreement. This agreement constitutes the entire agreement between the parties hereto relative to the subject matter hereof. Any prior negotiations, correspondence, agreements, or understandings relative to the subject matter hereof shall be deemed to be merged in this Agreement and shall be of no force or effect. This Agreement may not be amended or modified except in writing executed by both of the parties hereto.
10. Governing law. This Agreement shall be governed by and construed in accordance with the laws of the State of Utah.
11. Default. If any action is brought because of any breach of or to enforce, terminate, or interpret any of the provisions of this Agreement, the party prevailing in such action shall be entitled to recover from the other party reasonable attorneys’ fees and court costs incurred in connection therewith.
12. LIEN RIGHTS. In the event you fail to make full payment when due, you acknowledge and agree that BRADY ROOFING may, in addition to all other rights and remedies, invoke any and all statutory or equitable lien rights in connection with the enforcement of BRADY ROOFING right to payment under this Agreement, and authorize BRADY ROOFING to file a lien for the unpaid charges, plus late fees at 18% APR from the date of the oldest unpaid charge, filing fees and attorney fees, against any Customer’s for which charges were incurred. If the debt remains unpaid BRADY ROOFING may institute an action against the Customer to foreclose the lien and to collect the debt. The Customer will be liable to BRADY ROOFING for all costs and expenses of liens and litigation including, but not limited to, late charges, collection costs, attorney s fees, court and discovery costs and/or other costs incurred by BRADY ROOFING in enforcing its rights hereunder.