GENERAL
SERVICE AGREEMENT
BACKGROUND
A.
The Subscriber (the Client here forth) is of the opinion
that Avoidhomerepairs.com (the Contractor here forth) has the necessary
qualifications, experience, and abilities to provide services to the Client.
B.
The Contractor is agreeable to providing such services to
the Client on the terms and conditions set out in this Agreement.
IN CONSIDERATION OF the matters described above and of the
mutual benefits and obligations set forth in this Agreement, the receipt and
sufficiency of which consideration is hereby acknowledged, the Client and the
Contractor (individually the "Party" and collectively the
"Parties" to this Agreement) agree as follows:
SERVICES PROVIDED
1.
The Client hereby agrees to engage the Contractor to
provide one level of service to the Client of the following service levels (the
"Services"):
2.
The services:
|
Standard* |
Plus * |
Premium * |
|
$29/month |
$39/month |
$49/month |
|
|
|
*Excludes
homes over 4000sf. Homes without a roof anchor that are steeper than an 8/12
pitch will be subject to a one-time anchor installation fee of $100 per anchor
for the safety of AHR employees. Onsite employees determine if spot fixes are simple.
TERM OF AGREEMENT
3.
The term of this Agreement (the "Term") will
begin on the date of this Agreement and will remain in full force and effect
for one calendar year, subject to earlier termination as provided in this
Agreement. The Term will automatically renew at the end of the term unless the
client requests that this agreement be terminated.
4.
The Parties agree to do everything necessary to ensure that
the terms of this Agreement take effect
CURRENCY
5.
Except as otherwise provided in this Agreement, all
monetary amounts referred to in this Agreement are in USD (US Dollars).
COMPENSATION
6.
The Contractor will charge the Client for the Services at agreed monthly subscription rate (the
"Compensation").
7.
A deposit of the first month of
subscription (the "Deposit") is payable by the Client upon execution
of this Agreement.
8.
After the deposit is made, the agreed subscription fee will
be automatically billed monthly.
9.
Terms of this agreement will automatically renew every 12
months until the Client terminates the agreement.
10.
The Contractor will not be reimbursed for any expenses
incurred in connection with providing the Services of this Agreement.
INTEREST
ON LATE PAYMENTS
11.
Interest payable on any overdue amounts under this
Agreement is charged at a rate of 15.00% per annum or at the maximum rate
enforceable under applicable legislation, whichever is lower.
EARLY CANCELLATION
12.
Early termination of this agreement is subject to a $199
cancelation fee.
CONFIDENTIALITY
13.
Confidential information (the "Confidential
Information") refers to any data or information relating to the business
of the Client which would reasonably be considered to be proprietary to the
Client including, but not limited to, accounting records, business processes,
and client records and that is not generally known in the industry of the
Client and where the release of that Confidential Information could reasonably
be expected to cause harm to the Client.
14.
The Contractor agrees that they will not disclose, divulge,
reveal, report or use, for any purpose, any Confidential Information which the
Contractor has obtained, except as authorized by the Client or as required by
law. The obligations of confidentiality will apply during the Term and will end
on the termination of this Agreement except in the case of any Confidential
Information which is a trade secret in which case those obligations will last
indefinitely
OWNERSHIP
OF INTELLECTUAL PROPERTY
15.
Avoidhomerepiars.com reserves the right to distribute
personal information including but not limited to:
name, phone number, address, email, home details.
16.
All intellectual property and related material (the
"Intellectual Property") that is developed or produced under this
Agreement, will be the property of the Contractor. The Client is granted a
non-exclusive limited-use license of this Intellectual Property.
17.
Title, copyright, intellectual property rights and
distribution rights of the Intellectual Property remain exclusively with the
Contractor.
RETURN OF PROPERTY
18.
Upon the expiration or termination of this Agreement, the
Contractor will return to the Client any property, documentation, records, or
Confidential Information which is the property of the Client.
CAPACITY/INDEPENDENT
CONTRACTOR
19.
In providing the Services under this Agreement it is
expressly agreed that the Contractor is acting as an independent contractor and
not as an employee. The Contractor and the Client acknowledge that this
Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service. The Client
is not required to pay, or make any contributions to, any social security,
local, state or federal tax, unemployment
compensation, workers' compensation, insurance premium, profit-sharing, pension
or any other employee benefit for the Contractor during the Term. The
Contractor is responsible for paying, and complying with reporting requirements
for, all local, state and federal taxes related to
payments made to the Contractor under this Agreement.
RIGHT
OF SUBSTITUTION
20.
Except as otherwise provided in this Agreement, the
Contractor may, at the Contractor's absolute discretion, engage a third party subcontractor to perform some or all of the
obligations of the Contractor under this Agreement and the Client will not hire
or engage any third parties to assist with the provision of the Services.
21.
In the event that the Contractor hires a
subcontractor:
a) the Contractor will pay
the subcontractor for its services and the Compensation will remain payable by
the Client to the Contractor.
b) for the purposes of the
indemnification clause of this Agreement, the sub-contractor is an agent of the
Contractor.
AUTONOMY
22.
Except as otherwise provided in this Agreement, the
Contractor will have full control over working time, methods, and decision
making in relation to provision of the Services in accordance with the
Agreement. The Contractor will work autonomously and not at the direction of
the Client. However, the Contractor will be responsive to the reasonable needs
and concerns of the Client.
EQUIPMENT
23.
Except as otherwise provided in this Agreement, the
Contractor will provide at the Contractor’s own expense, any
and all tools, machinery, equipment, raw materials, supplies, workwear
and any other items or parts necessary to deliver the Services in accordance
with the Agreement.
NO
EXCLUSIVITY
24.
The Parties acknowledge that this Agreement is non-exclusive
and that either Party will be free, during and after the Term, to engage or
contract with third parties for the provision of services similar to the
Services.
NOTICE
25.
All notices, requests, demands or other communications
required or permitted by the terms of this Agreement will be given in writing
and delivered to the Parties at the addresses of record of the Client and that
of the Contractor or to such other address
as either Party may from time to time notify the other and will be deemed to be
properly delivered (a) immediately upon being served personally, (b) two days
after being deposited with the postal service if served by registered mail, or
(c) the following day after being deposited with an overnight courier.
INDEMNIFICATION
26.
Except to the extent paid in settlement from any applicable
insurance policies, and to the extent permitted by applicable law, each Party
agrees to indemnify and hold harmless the other Party, and its respective
directors, shareholders, affiliates, officers, agents, employees, and permitted
successors and assigns against any and all claims, losses, damages,
liabilities, penalties, punitive damages, expenses, reasonable legal fees and
costs of any kind or amount whatsoever, which result from or arise out of any
act or omission of the indemnifying party, its respective directors,
shareholders, affiliates, officers, agents, employees, and permitted successors
and assigns that occurs in connection with this Agreement. This indemnification
will survive the termination of this Agreement.
MODIFICATION
OF AGREEMENT
27.
Any amendment or modification of this Agreement or
additional obligation assumed by either Party in connection with this Agreement
will only be binding if evidenced in writing signed by each Party or an
authorized representative of each Party.
TIME
OF THE ESSENCE
28.
Time is of the essence in this Agreement. No extension or
variation of this Agreement will operate as a waiver of this provision.
ASSIGNMENT
29.
The Contractor will not voluntarily, or by operation of
law, assign or otherwise transfer its obligations under this Agreement without
the prior written consent of the Client.
ENTIRE
AGREEMENT
30.
It is agreed that there is no representation, warranty,
collateral agreement or condition affecting this Agreement except as expressly
provided in this Agreement.
ENUREMENT
31.
This Agreement will ensure to the benefit of and be binding
on the Parties and their respective heirs, executors, administrators and
permitted successors and assigns.
TITLES/HEADINGS
32.
Headings are inserted for the convenience of the Parties
only and are not to be considered when interpreting this Agreement.
GENDER
33.
Words in the singular mean and include the plural and vice
versa. Words in the masculine mean and include the feminine and vice versa.
GOVERNING
LAW
34.
This Agreement will be governed by and construed in
accordance with the laws of the State of Oregon.
SEVERABILITY
35.
In the event that any of the provisions of this Agreement
are held to be invalid or unenforceable in whole or in part, all other
provisions will nevertheless continue to be valid and enforceable with the
invalid or unenforceable parts severed from the remainder of this Agreement.
WAIVER
36.
The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement
by the other Party will not be construed as a waiver of any subsequent breach
of the same or other provisions.