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Stone Sealers USA shall not be held liable for any outcomes, as the effectiveness of the service is dependent on the quality and age of the porous stone. We cannot guarantee restoration to its original, new state. Completion is characterized as the fulfillment of Services outlined in this Invoice. Hereinafter known as the "Services".
I. Expenses.
Stone Sealers USA ("The Contractor") shall be:
Responsible for all expenses related to providing the Services under this Agreement. Should an out-of-scope service Expense arise, the Contractor will notify the Client and include the out-of-scope Expense into the service(s) rendered upon Client approval.
The Client shall be:
Required to pay the Contractor for any additional out-of-scope approved Expense upon the completion of the service. An itemized expense statement for the out-of-scope Expense from the Contractor can be provided upon request.
II. Liability Insurance. The Contractor has obtained comprehensive liability insurance coverage in case of bodily or personal injury, property damage, contractual liability, and cross-liability (“Liability Insurance”).
III. Option to Terminate. The Client and Contractor shall reserve the right to terminate the Contract under material breach and both the Client and Contractor must mutually agree to terminate this Contract. The terminating party must provide 30 days of written notice to the other party and assure payment obligation associated to this Invoice has been issued to, and received by the Contractor.
IV. Business Licenses, Permits, and Certificates. The Contractor has obtained all state required licenses and permits to perform the Services outlined in any Invoice provided by Stone Sealers USA.
V. Indemnification. The Contractor shall indemnify and hold the Client harmless from any loss or liability from performing the Services under this Agreement.
VI. Confidentiality. The Contractor acknowledges that it may 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 to customers and suppliers of the Client about whom the Contractor gained knowledge as a result of the Contractor's Services to the Client. Upon termination of the Contractor's Services to the Client, or at the Client's request, the Contractor shall deliver to the Client all materials in the Contractor's possession relating to the Client's business.
VII. 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.
VIII. 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.
IX. Governing Law. This Agreement shall be governed under the laws in the State of Connecticut.
X. Severability. This Agreement shall remain in effect in the event a section or provision is unenforceable or invalid. All 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 a case, the affected provision or section shall be enforced as so limited.
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