This Agreement Between Owner and Contractor (The Agreement ) Is Effective Insert Date

Master Agreement Between Owner and Contractor

This Agreement between Owner and Contractor (the “Agreement”) is effective Insert Date.

Between:Your Company Name Here, (the “Owner”), a company organized and existing under the laws of the State of , with its head office located at:

[Complete Address]

AND:(the “Contractor”), an individual with his main address located at OR a company organized and existing under the laws of the State of Arizona, with its head office located at:

[Complete Address]

WHEREAS from time to time, The Owner will award Projects with the Contractor for construction services;

WHEREAS the parties have agreed that the terms and conditions contained herein shall apply to all orders placed by the Owner with the Contractor;

WHEREAS, Owner find that the Contractor is qualified to perform the work, all relevant factor considered, and that such performance will be in furtherance of Owner’s business.

NOW, THEREFORE, in consideration of the mutual covenants set forth herein and intending to be legally bound, the parties hereto agree as follows:

Scope of Master Agreement

All added projects by the Owner with the Contractor and evidenced by the Contractor’s exhibit A (Project specific scope of work) form of Project confirmation (as the same may be amended from time to time) (hereinafter an “order confirmation”), whether or not same is signed by the Owner, shall be subjected to and governed by the terms and conditions of the present Master Agreement, unless otherwise modified as hereinabove mentioned.

1. Agreement to Perform Work and Supply Materials:The Contractor agrees to perform the following work and supply the following materials (Exhibit A).

Contractor’s Exhibit A (Project specific scope of work.) for said work at the following premises:_Insert Address of Work Site (Address of Work Site).

All work shall be performed and all materials supplied in conformity with the terms of this contract as listed in Exhibit A. All Services must be performed to the highest quality standard as approved by the Owner.

The Contractor agrees to provide and pay for all tools and equipment required for the prosecution and timely completion of the work. Unless otherwise specified, all materials shall be new and of good quality. It shall also be noted that Owner shall at no time be held responsible for the security of the site and is not responsible for loss or theft of Contractors property.

In the prosecution of the work, the Contractor shall employ a sufficient number of workers skilled in their trades to suitably perform the work. Contractor agrees that all employees and/or subcontractors will be legally permitted to work in the United States.

2. LIEN RELEASE: The Contractor agrees to provide the Owner with Lien releases (Exhibit B) from any lienor giving proper notice, as a condition precedent to the Independent Contractor’s receipt of each progress payments as well as the final payment. Insert Your State Mechanics’ Lien Law found at Article Insert Your State Article, describes the procedures whereby the Owner may protect themselves against construction liens on their Property.

Replace Arizona with Your State's Statute

ACCORDING TO ARIZONA’SMECHANICS’ LIEN LAW (Sections 33-981 TO 33-1008, ARIZONA STATUTES,)

33-981. Lien for labor; professional services or materials used in construction, alteration or repair of structures; preliminary twenty day notice; exceptions

A. Except as provided in sections 33-1002 and 33-1003, every person who labors or furnishes professional services, materials, machinery, fixtures or tools in the construction, alteration or repair of any building, or other structure or improvement, shall have a lien on such building, structure or improvement for the work or labor done or professional services, materials, machinery, fixtures or tools furnished, whether the work was done or the articles were furnished at the instance of the owner of the building, structure or improvement, or his agent.

B. Every contractor, subcontractor, architect, builder or other person having charge or control of the construction, alteration or repair, either wholly or in part, of any building, structure or improvement is the agent of the owner for the purposes of this article, and the owner shall be liable for the reasonable value of labor or materials furnished to his agent.

C. A person who is required to be licensed as a contractor but who does not hold a valid license as such contractor issued pursuant to title 32, chapter 10 shall not have the lien rights provided for in this section.

D. A person required to give preliminary twenty day notice pursuant to section 33-992.01 is entitled to enforce the lien rights provided for in this section only if he has given such notice and has made proof of service pursuant to section 33-992.02.

E. A person who furnishes professional services but who does not hold a valid certificate of registration issued pursuant to title 32, chapter 1 shall not have the lien rights provided for in this section.

F. A person who furnishes professional services is entitled to enforce the lien rights provided for in this section only if such person has an agreement with the owner of the property or with an architect, an engineer or a contractor who has an agreement with the owner of the property.

3. Term for Commencement and Completion: Contractor shall commence the Work within ten (10) calendar days of receipt of a building permit. Subject to the permitted extensions and delays provided herein, Contractor shall Substantially Complete the Work within ______(___) calendar days after the commencement date. With its first Application for Payment, Contractor shall provide a schedule indicating proposed subcontractors’ activity sequences and durations, deadlines for Owner’s decisions on material selections, and milestones for delivery of materials. The schedule is included in this Contract as Exhibit C.

4. Construction Time and Liquidated Damages: Contractor will commence work on or before_Insert Date_ and agrees that the crew will work __Number of days___ days per week, eight hours per day, or some other schedule (see Exhibit C for construction calendar) andwill complete the work in its entirety on or before __Insert Date_as stated in Exhibit A and C. If Contractor fails to achieve Completion of the Work by the date set forth, Owner will suffer substantial damages that are both extremely difficult and impractical to determine. Owner and Contractor agree that if Contractor fails to meet the Completion date, then Contractor shall pay Owner liquidated damages at a daily rate of $Insert dollar amount per day for every day beyond __Insert Date___.The parties agree that liquidated damages are not a penalty, but rather a reasonable estimate of the amount of damages Owner will suffer in the even of delay. Owner shall have the right to withhold the amount of liquidated damages form any sums due to Contractor.

5. Terms of Payments: The owner agrees to pay the Contractor the following amounts at the following points of construction. The total price including labor, materials, and permitting exclusive of any change orders is $_Insert Dollar Amount_. The total price shall be paid to the Independent Contractor as follows:

A. Thirty (15%) percent upon signing two (2) originals of this contract.

B. Thirty (30%) percent upon completion of _List work_____.

C. Thirty (30%) percent upon completion of _List Work____.

D. Ten (25%) percent (the balance) upon total completion of the work detailed in Exhibit A.

1. Exhibit A. To include the following terms

-To include, payment terms as stated above

- Invoicing referencing the contract and payment terms.

-No additions to contract without prior written change order

2.Payment terms

-No payments will be made without the above

-No payments will be made without a current certificate of insurance w/ workers comp or signed waiver of liability

-All applications for payment must include a signed lien waiver

-Final 10% will only be paid after all close out docs have been received. i.e. permit sign offs, punch lists, 1 year warranty etc.

6. Acts of God and Delays: In the event the completion of the work is prevented or delayed due to damage or destruction of the property by fire, accident, vandalism, earth movements, hurricane, tornado, wind storm, labor strikes, warfare, material shortages, delay of any governmental agency in issuing any required permit or certificate or in performing inspections (the “Excusable Delay”), Owner agrees to waive the $Insert Amount per day penalty in Paragraph 4.

7. Notice of Delay:Within a reasonable time following the date Contractor knows, or within reasonable diligence should know of an Excusable Delay, but in no event longer than seven (7) days, Contractor shall notify Owner of the extension of time resulting from such delay. The extension of time shall be based upon Contractor’s reasonable determination of the delay period. Any time extension to the Substantial Completion date shall be documented in a Change Order.

8. Change Orders: All changes and deviations in the work ordered by the Owner must be in writing, the contract sum being increased or decreased accordingly by the Contractor. Any claims for increases in the cost of the work must be presented by the Contractor to the Owner in writing, and written approval of the Owner shall be obtained by the Contractor before proceeding with ordered change or revision. See Exhibit D (Your Company Name– Change Order Agreement.)

9. Work Site.Your Company Namewarrants that Your Company Nameowns the property herein described.Prior to the start of construction, Your Company Name shall provide an easily accessible building site, which meets all zoning requirements for the structure.

The Contractor agrees to remove all debris and leave the premises in a broom clean condition at the end of each workday. Contractor further agreesto remove all debris, equipment, materials, etc. from the location upon completion of the construction.

10. Inspections and Building Permits: The Contractor is responsible for all taxes, permits and fees imposed directly or indirectly for work, labor, materials and services to fulfill all work in Exhibit A. The Independent Contractor is responsible to obtain all necessary permits pertaining to the law, ordinances and local regulations where work is being performed. All permits must be submitted to the Owner prior to beginning work on the property.

The Contractor is responsible for obtaining all necessary building inspections and passing all required building inspections. If for any reason the Contractor fails inspection, the Contractor will be responsible for all the necessary cost for rework to pass the inspection. The Contractor agrees to re-execute any work which does not conform to the Local, State, County and all other authorities having jurisdiction and further warrants the work performed and agrees to remedy any defects resulting, from faulty materials or workmanship which shall become evident during a period of one year after completion of the work.

11.Warranty: Upon the completion of the scope of work in Exhibit A and upon full payment of the terms stated in paragraph 4, the Contractor will provide the owner of the property a two (2) year warranty on materials and workmanship that is transferable to a new home owner. In the event a claim of defective workmanship, the notice of warranty claim must be submitted in writing to the Contractor detailing the nature of the problem and the claim must be signed by the Owner.

This warranty is not assignable by the Independent contractor.

12. Insurance Coverage: The Contractor agrees to obtain insurance to protect itself and the Owner against claims for property damage, bodily injury or death due to his performance of this agreement. The Owner shall be included as an additional insured under the General Liability Policy.

Prior to starting work, Contractor shall provide a copy of the actual additional insured endorsement or blanket additional insured policy wording to the General Liability Policy that documents the Owner’s additional insured status.

13. No Assignment: The Contractor shall not have the right to assign any rights or interest occurring under this agreement without the written consent of the Owner, nor shall the Contractor assign any sums due, or to become due, to him under the provision of the agreement.

14. Resolving Disputes: If a dispute develops between the parties to this contract, the parties will first look to the current edition of the “Residential Construction Performance Guidelines” (RCPG) as published by the National Association of Home Builders, Washington DC. Both the Owner and Contractor agree that the RCPG shall be used as the minimum acceptable level of construction that will be acceptable by the parties. If the disputed item is covered in the RCPG, the Owners agree that if the construction in question has been built to meet the level of construction as specified in the RCPG, that they will accept the construction as being acceptable and the contractor agrees to bring the construction of the disputed item up to the guideline if the construction in question does not meet the level of construction as specified in the RCPG. Any issue relating to the RCPG that can not be settled by the Parties shall be settled through binding mediation, binding arbitration, med-arb, etc. as specified elsewhere in the construction contract or agreement.

15. Dispute Resolution: Mindful of the high cost of litigation, not only in dollars, but also in time and energy, the parties intend to and do hereby establish the following out-of-court alternate dispute resolution procedure to be followed in the event any controversy or dispute should arise out of, or relating to this contract or relating to any change orders or other changes or addendums to this contract.

If a dispute develops between the parties to this contract, they will submit to mediation to address any controversy or claim arising out of, or relating to this contract or relating to any change orders or other changes or addendums to this contract. Unless the parties agree otherwise, the mediation will be in accordance with the Home Construction Mediation Procedures of the American Arbitration Association (“AAA”). Either party may give written notice to the other party requesting mediation and the parties agree to use their best efforts to conduct the mediation within sixty (60) days of the notice. The mediation notice and mediation process are not a condition to satisfying the notice requirements identified in Paragraph 11 of this Contract or the recording of a mechanics’ lien. Both parties shall share the cost of the dispute resolution process equally up to and including the mediation settlement agreement although personal attorneys and witnesses or specialists are the direct responsibility of each party and their fees and expenses shall be the responsibility of the individual parties. As part of the decision of the mediator in binding mediation or as part of the Award, the mediator shall award the prevailing party reasonable attorney’s fees and reasonable expenses in any manner in which the mediator feels is fair and equitable to the parties. The Mediation Settlement Agreement shall be binding on the parties and shall be enforceable in any court of competent jurisdiction.

16. Entire Contract: No Prior Representations: Amendment: This is the entire Independent Contractor Agreement between the Owner and the Independent Contractor. There is no representation, past or present, by contractor or any other person acting for the Independent Contractor, which does not appear herein. The Independent Contractor may not amend this Agreement except by a written change order or Amendment executed by both the Owner and Independent Contractor.

In Witness Whereof, Owner and Independent Contractor, hereby agree to the terms hereof by affixing their true signatures below, each being duly authorized to enter into this Agreement.

Owner:______Independent Contractor:______

Print Name of Owner Print Name of Independent Contractor

______

Signature of Owner Signature of Contractor

Date Signed:______Date Signed:______

Name of Contractors Company ______

Address of Contractors Company______

Federal Tax Id # or Social Security Number of Contractor:______

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© 2017 by Gary and Maria Giordano