A. The specific work to be performed by Xcite Audiovisuals, LLC (XciteAV) is the installation of the specified system as outlined in the “Scope of Work” found in the document named Quote or Proposal. Please indicate your understanding of this “Scope of Work” by initialing and signing the Quote or Proposal that was submitted/sent via e-mail.
B. The total amount to be paid by the owner for the performance (subject to additions and deductions by written and approved change order) shall not exceed the total specified in the Quote or Proposal.
C. Progress invoices shall be submitted according to the schedule below. Equipment will not be ordered until this agreement has been signed and the payment terms agreed to.
D. Final Payment is due following substantial completion of the installation tasks including, but not limited to all equipment being delivered to the project site. Any final system adjustments needed or any other punchlist items shall not hold up final payment and shall be deemed a warranty item.
E. If project is of a retro-fit/re-model nature on an existing structure, and scope of work exceeds time estimated to complete due to unforeseen circumstances, the salesperson will explain these issues that have arisen and the Owner agrees that he/she will be back-charged at a rate not to exceed $165.00 per man, per hour for all additional labor costs incurred due to the unforeseen issues.
F. Xcite Audiovisuals, LLC reserves the right to replace proposed models in the case of obsolescence, discontinuation or unavailability with a comparable model of equal or greater value upon owner approval. Xcite Audiovisuals, LLC will not be held responsible or liable in any way for any said product’s obsolescence, discontinuation or unavailability. Moreover, any price reductions due to changes in the technology climate or resulting from discontinuation will not be honored.
G. I UNDERSTAND THAT XCITE AUDIOVISUALS IS NOT RESPONSIBLE FOR THE FUNCTIONALITY OR LONGEVITY OF ANY TV INSTALLED ABOVE A FIREPLACE WITHOUT A MANTEL. I UNDERSTAND THAT XCITE AUDIOVISUALS CANNOT GUARANTEE THE FUNCTIONALITY OF MY OFE (OWNER FURNISHED EQUIPMENT). THIS INCLUDES ANY AND ALL EQUIPMENT NOT PROVIDED BY XCITE AV INCLUDING BUT LIMITED TO MODEM, CABLE BOXES, TV'S, NETWORKING EQUIPMENT, MOUNTS AND FURNITURE ETC... XCITE AV ASSUMES OWNER FUNISHED EQUIPMENT IS IN GOOD WORKING ORDER AND IS FREE FROM PHYSICAL DAMAGE. ANY COSTS INCURRED FROM TROUBLESHOOTING OR REPAIRING DEFECTIVE OR DAMAGED OFE EQUIPMENT WILL BE COMMUNCATED AS A CHANGE ORDER TO THE CUSTOMER.
1. Agreement Documents and Details. The agreement documents consist of this agreement, including all general provisions, special provisions, specifications, drawings, addenda, change orders, written interpretations, written correspondence and written orders for minor changes in work. Work not required by contract documents will not be required unless it is required by reasonable inference as being necessary to produce the intended result. The costs associated with any related work or materials, including, but not limited to electrical, drywall, painting, and/or cabinets are not included unless specifically documented in the Quote/Proposal. Xcite Audiovisuals, LLC is not responsible for any underground trenching or laying or supplying of conduit for outside wiring unless specified in the Quote/Proposal.
2. Customer Cooperation. Customer agrees to comply with all reasonable requests of XciteAV and shall provide XciteAV’s personnel with access to all necessary information that XciteAV deems is needed and/or the coordination of Customer’s third-parties to work with XciteAV as may be reasonably necessary for the performance of XciteAV’s services.
3. Compliance with Law, Permits and Licenses. Customer specifically agrees that, at its/their own expense, to operate in full compliance with all governmental laws, regulations and requirements applicable to the duties conducted within the scope of this agreement. It shall be the sole responsibility of the Customer to pay for any and all necessary licenses, permits, insurance and to obtain all approvals necessary for the performance of Xcite Audiovisual’s services within the scope of this agreement, unless otherwise agreed to in writing and signed by all parties.
4. Time. With respect to the scheduled completion of the tasks found in the “Scope of Work” noted in Section A, time is of the essence. If Xcite Audiovisuals, LLC is delayed at any time in the progress of the work by owner change orders, fire, labor disputes, acts of God or other causes beyond Xcite Audiovisuals, LLC’s control, the completion schedule for the work or affected parts of the work shall be extended by the same amount of the time caused by the delay.
5. Payments and Completion. Since Xcite Audiovisuals, LLC will, if possible, open, test, and burn-in equipment before delivery, all payment schedules must be adhered to. Payments may not be withheld under any circumstances. Progress Invoices will be due according to the Payment Schedule below. Substantial completion of the project shall be defined as all equipment delivered on-site and installed, Touch Panels and remotes programmed and completion of the initial orientation/training with the Owner. Any service items such as defective equipment or system “adjustments” shall not delay the Final Payment. These service items shall be taken care of under the system warranty in an expeditious manner. Final payment shall be due immediately following substantial completion of the project. Title to all equipment shall remain with Xcite Audiovisuals, LLC and shall not pass to the Owner until final payment has been received. Xcite Audiovisuals, LLC will hold owner harmless with respect to claims of subcontractors and suppliers, but only to the extent payment has been received for the work of those subcontractors and suppliers. Any late payments shall accrue interest at the rate of eighteen percent (18%) per annum, or 1.5% per month.
6. Insurance. Xcite Audiovisuals, LLC shall purchase and maintain such insurance necessary to protect from claims under workers compensation and from any damage to the owner’s property resulting from the performance of this agreement.
7. Changes in the Agreement. The owner may order changes, additions, or modifications without invalidating the agreement. Such changes must be made in writing and signed by the owner. Xcite Audiovisuals, LLC shall provide the owner in writing with the amount of the additional costs or cost reductions resulting from changes ordered within 15 business days unless this requirement is waived in writing by the owner. Change Orders shall be paid in full upon acceptance of the change and shall not alter the agreement’s payment schedule. In case of product unavailability or discontinuation, Xcite Audiovisuals, LLC reserves the right to substitute equipment of equal or greater quality with owner’s approval. Xcite Audiovisuals, LLC will be held blameless in case of product unavailability or discontinuation.
8. WARRANTY . XciteAV shall provide labor to support a manufacturer warranty for XciteAV supplied equipment for 90 Days. After the initial 365 days, the Client shall be responsible for Labor to support a manufacturer warranty. In the event a warranty service call is made but no labor or material defect is found, XciteAV will invoice its standard hourly rate for the service call. XciteAV warrants all labor services to be free of workmanship defects for a period of 90 Days from the date of substantial completion. During this 90 Day period, XciteAV will promptly repair, at no cost to the customer, any defects that are a direct result of labor workmanship. Any materials or equipment furnished by XciteAV will be covered by Manufacturer’s warranty.
LIMITATION OF WARRANTY. THE WARRANTY SET FORTH IN THIS SECTION IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE WITH RESPECT TO THE SERVICE, WORK PRODUCT OF DELIVERABLES PROVIDED UNDER THIS AGREEMENT, OR AS TO THE RESULTS WHICH MAY BE OBTAINED THEREFROM. XCITE SHALL NOT BE LIABLE FOR ANY SERVICES OR WORK PRODUCT OF DELIVERABLES PROVIDED BY THIRD PARTY VENDORS IDENTIFIED OR REFERRED TO THE CUSTOMER BY XCITE DURING THE TERM OF THIS AGREEMENT, CUSTOMER’S EXCLUSIVE REMEDY FOR BREACH OF THIS WARRANTY IS REPERFORMANCE OF THE SERVICES, OR IF REPERFORMANCE IS NOT POSSIBLE OR CONFORIMING, THEN XCITE SHALL DISCUSS A REFUND FOR AMOUNTS PAID UNDER THIS AGREEMENT FOR SUCH NON- CONFORMING SERVICES.
9. Construction or Mechanic’s Liens. Xcite Audiovisuals, LLC or any subcontractor or laborer thereof may have a claim against you for failure to pay for materials or equipment supplied or services performed for which payment has not been received and may enforce this claim by filing a lien against your property after providing you with notice.
10. Attorney’s Fees and Collection Expenses. Should XciteAV consult with an attorney or law firm for the purpose of enforcing this agreement against the homeowner or entity named in this contract, or for the purpose of consulting otherwise regarding the work performed hereunder this contract, then in addition to any amount so due hereunder, the homeowner or entity expressly agrees to pay any and all costs incurred by XciteAV for having to consult with such attorney or law firm and the homeowner or entity named herein agrees to pay all reasonable attorney's fees that XciteAV incurs, including any and all attorney's fees incurred for arbitration and/or litigation in the appropriate Colorado District or County Court. If XciteAV incurs any costs, expenses, or fees, including reasonable attorney’s fees and professional collection service fees, in connection with the collection or payment of any amounts due to it under this Agreement, then Customer shall reimburse XciteAV for all such costs, expenses and fees.
11. Limitation of Actions. No action shall be brought/ filed or otherwise litigated, negotiated by customer, or demanded by customer for any claim relating to or arising out of this Agreement more than one (1) year after the completion of installation, except for money due on account.
12. Arbitration. In the event Xcite Audiovisuals, LLC is required to protect its rights or interests under, enforce, or seek interpretation of this agreement with regards to any dispute, then these disputes hereunder shall be resolved by binding arbitration in accordance with the rules of the American Arbitration Association and the Colorado Rules of Civil Procedure. In the event of such Arbitration, each party will be responsible for paying ½ the cost of the arbiter for trial. All other costs associated with Arbitration, unless agreed to otherwise or provided for within this agreement shall be the responsibility of the individual party. Thus, should a party incur a cost for using the arbiter’s time that the other party does not use, then the party incurring the unilateral use of the arbiter shall be responsible for paying for that time used. The parties hereto may elect to proceed in the appropriate Colorado Court but must do so by mutual agreement.
13. Governing Law and Venue. This agreement shall be construed and enforced in accordance with the laws of the State of Colorado and venue for any legal action shall be in that state. The owner hereby submits to the jurisdiction of the courts of Colorado and waives any objection to jurisdiction in such courts.