Client Agreement

1. Scope of Work

The Contractor agrees to provide construction services as outlined in the proposal submitted by Timbo's Construction, which forms a part of this Agreement. The work will include, but is not limited to, the following services:

•Labor (including skilled workers, supervisors, and other personnel)

•Equipment (including all tools, machinery, and vehicles necessary for the job)

•Consumables (materials, supplies, and other necessary items)

•Travel (transportation for employees, equipment, and materials)

•Other necessary expenses related to the project The Client acknowledges that this Agreement includes all labor, materials, equipment, travel, and associated costs required to complete the project in accordance with the specifications outlined in the proposal.

2. Contract Price and Payment Terms

The total contract price for the completion of the work will be the amount specified in the final, agreed-upon proposal submitted by Timbo's Construction. The Client agrees to pay the Contractor the agreed-upon amount under the following payment terms:

•Deposit: A non-refundable deposit of [Deposit Amount] is due upon signing this Agreement to initiate the project.

•Progress Payments: Payments will be made in 25% progress payments, invoiced and due as the work is completed in accordance with the milestones outlined below:

25% of total contract amount upon completion of [Stage/Phase 1]

25% of total contract amount upon completion of [Stage/Phase 2]

25% of total contract amount upon completion of [Stage/Phase 3]

25% of total contract amount upon project completion, final inspection, and client approval.

• Invoices: Progress payments will be invoiced as the work is completed. Each invoice will include a detailed description of the work completed, including any materials and labor used.

• Payment Terms: All invoices are due 30 days net from the date of invoice. If payment is not received within 30 days, the unpaid balance will accrue compounded interest daily per diem at a rate of 15%. For example: o Day 1: $1000 o Day 2: $1150 o Day 3: $1322.50 (and so on)

• Final Payment: Final payment will be due upon project completion, subject to final inspection and approval by the Client.

3. Completion Date

The estimated completion date for the project will be noted in the final proposal or verbally agreed upon by both the Contractor and the Client. However, the completion date may be subject to change depending on unforeseen circumstances, including, but not limited to, delays in the delivery of materials, weather conditions, labor issues, or any other factors outside the control of the Contractor.

Both parties agree to discuss and confirm any changes to the completion date promptly, and the Client acknowledges that delays due to the aforementioned reasons are beyond the Contractor's control.

4. Additional Expenses

In addition to the contract price, the Client agrees to reimburse the Contractor for any additional expenses that may arise during the course of the work, which include but are not limited to:

• Professional Fees: Any fees incurred for the services of engineers, surveyors, attorneys, or other professional consultants engaged in connection with the project.

• Permitting Fees: Any costs associated with obtaining permits, licenses, or approvals from local, state, or federal authorities.

• Inspection Fees: Any fees required for inspections by relevant authorities or third parties to ensure compliance with safety, building codes, and other regulations.

Other Expenses: Any unforeseen or additional costs, including travel expenses, equipment rental, materials, or other services required to complete the project as per the proposal.

The Contractor shall notify the Client of any anticipated additional costs, and the Client agrees to approve such costs in writing before they are incurred.

5. Change Orders

Any changes, modifications, or additions to the scope of work outlined in the proposal must be documented in a written Change Order. The Change Order will specify:

• The additional cost of the work

• The time extension, if any, required to complete the changes

• Any other impact to the schedule or cost The Client must approve any Change Orders in writing before the work is performed.

6. Schedule and Delays

The Contractor agrees to complete the work in a timely manner. The estimated completion date for the project is [Completion Date]. The Contractor will make reasonable efforts to meet this deadline. However, the Contractor is not responsible for delays caused by:

• Inclement weather

• Acts of God

• Delays in receiving necessary materials

• Delays caused by the Client or any third parties

• Any other unforeseen circumstances

The Client acknowledges that some delays may be unavoidable and agrees to work with the Contractor in good faith to resolve any such issues.

7. Warranties

The Contractor warrants that all work performed on new construction will be of good quality and free from defects in workmanship for a period of one (1) year from the date of completion. This warranty covers only work directly performed by the Contractor on new construction and excludes damage caused by misuse, neglect, or modifications by the Client or third parties.

There is no implied, written, or expressed warranty on work related to repairs, replacements, remodels, or renovations. Any defects discovered within the one-year warranty period on new construction will be repaired at no additional cost to the Client.

8. Indemnification

The Client agrees to indemnify and hold harmless the Contractor and its employees, agents, and subcontractors from any claims, liabilities, damages, or expenses arising from:

• Injury or death of persons

• Damage to property

• Any claim, loss, or damage resulting from the Client's actions, negligence, or failure to comply with the terms of this Agreement

9. Termination

This Agreement may be terminated under the following circumstances:

• By the Contractor: If the Client fails to make payments in accordance with the terms of this Agreement or violates any terms and conditions set forth.

• By the Client: If the Contractor fails to perform the work in a satisfactory manner or does not meet the agreed-upon standards.

• For Convenience: Either party may terminate this Agreement by providing written notice to the other party, subject to any financial obligations incurred up to the date of termination.

Upon termination, the Client shall pay for all work performed and materials delivered up to the termination date.

10. Dispute Resolution

In the event of a dispute between the parties, the parties agree to attempt to resolve the issue through mediation. If mediation is unsuccessful, the dispute shall be resolved through arbitration in accordance with the rules of the American Arbitration Association.

If the dispute is not resolved through mediation or arbitration, the dispute may be brought before a court of competent jurisdiction. All litigation or civil complaints arising from this Agreement shall be filed and heard in the State of Mississippi, County of Bolivar. Both parties consent to the exclusive jurisdiction and venue of the courts in Mississippi, County of Bolivar for any legal proceedings related to this Agreement.

If litigation is implemented, the maximum allowable interest under state law will be applied to the outstanding amount in addition to any previously accrued past-due interest. All legal fees, attorney's fees, fines, and penalties incurred in the process of litigation, arbitration, or judgment will be paid by the losing party.

11. Lien Waiver

Upon full payment of all amounts due under this Agreement, the Contractor shall provide the Client with a Lien Waiver. The waiver shall release the Client from any future claims or liens for labor, materials, or services provided by the Contractor, its subcontractors, or suppliers. The waiver will be issued only once all outstanding invoices are paid in full, and no additional claims for labor or materials will be made by the Contractor after the Lien Waiver is issued.

If the Client fails to make payment as required, the Contractor retains the right to file a lien on the property as provided by law, including the right to file a lis pendens (notice of pending legal action) to secure its claim against the property. Additionally, the Contractor retains the first right to lien over other parties who may have claims to the property.

Furthermore, the Client acknowledges and agrees that in the event of non-payment, the Contractor may pursue a third-party judgment against the Client’s financial institution, including but not limited to garnishment or other lawful collection actions, as allowed by law. The Client will be responsible for all costs and fees associated with the filing and enforcement of the lien, including attorney's fees, court costs, and other related expenses.

12. Warranty Claims

For new construction, the Contractor provides a warranty as outlined in Section 7 of this Agreement. In the event of a warranty claim, the Client shall notify the Contractor in writing of any defects or issues with the work covered under the warranty. The notice must be provided within the warranty period, as stated in Section 7, which is one (1) year for new construction.

The Contractor agrees to inspect the issue within a reasonable time after notification and, if the issue falls within the warranty terms, will repair or replace the defective work at no additional cost to the Client. Any claim that falls outside of the warranty period, or that is caused by misuse, neglect, modifications, or damage by third parties, is not covered under the warranty.

In cases of dispute regarding warranty claims, the issue will be handled in accordance with the Dispute Resolution process outlined in Section 10.

By: Ethan Sandifer, Vice President

Date: [Date of Signed Proposal]