Terms and Conditions

 

Dear Valued Red Hawk Customer:

Red Hawk is proud to be your fire, security, banking and life safety service and equipment provider. Please see below the governing terms and conditions for all work performed that is not otherwise governed by an existing Red Hawk and Customer agreement.

Notwithstanding anything contained in any Customer purchase order or work order to the contrary, these terms and conditions shall govern the rights and obligations of the parties hereto with respect to the work being performed by Red Hawk Fire & Security (“Company”). Any terms contained in Customer’s purchase order, work order or agreement are hereby rejected by Company and shall have no force and affect. Work performed under a Red Hawk Maintenance agreement or Project Agreement shall be governed by the terms and conditions contained in the agreement approved by Company and the Customer.

1. Payment. Customer agrees to pay for all services rendered and materials or parts supplied as provided on the Company work order. Payment is due within thirty (30) days of invoice date.

2. Service. Services are being performed by Company on short notice as requested by Customer and Customer understands and agrees that Company may not have had a previous opportunity to inspect the system, the equipment, or any applicable maintenance records, and as such, Company shall not be held responsible for any information that may be gained from any such inspection and/or maintenance records.

3. Work Authorization. Customer represents that it has the authority to and hereby authorizes Company to do the work as provided in the Work Order.

4. Authorization for Alarm and/or Security Interruption. The Customer hereby authorizes Company to disconnect any fire and/or security alarm monitoring system in the performance of the work hereunder. Customer shall indemnify and hold harmless the Company for any and all claims, losses, damages and/or other liability that may arise during the period of time that any fire and/or security alarm systems are inactive. Customer assumes full responsibility to notify the owner or lessor of the premises, tenants, public authorities, the alarm company, and/or any other service providers, of any service interruptions. Company assumes full responsibility for the re-activation of any fire and/or security alarm monitoring systems upon completion of Company’s work.

5. Warranty and Disclaimer. Company does not warrant the work performed against failures or against defects in the materials or workmanship provided. However, if any replacement part or item of equipment installed by Company proves defective, Company will extend to the Customer the benefits of any warranty Company has received from the manufacturer, removal and reinstallation of any equipment or materials repaired or replaced under a manufacturer’s warranty will be at Customer’s expense and at the rates then in effect. THERE ARE NO WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, IN CONNECTION WITH THE WORK PERFORMED HEREUNDER; AND THE SOLE AND EXCLUSIVE REMEDY OF THE CUSTOMER FOR FAILURES OR DEFECTS IN THE WORK PERFORMED IS TO HAVE THE WORK REDONE AT THE CUSTOMER’S EXPENSE.

6. Insurance. Company agrees to maintain the following insurance during the term of the Agreement with limits not exceeding the stated amounts: (a) Comprehensive General Liability (“CGL”) insurance covering bodily injury and property damage with a limit of $2,000,000 per occurrence and $2,000,000 general aggregate, (b) Statutory workers’ compensation and employer’s liability insurance for a limit of $1,000,000 per occurrence and (c) Automobile liability covering bodily injury and property damage with a combined single limit of $2,000,000 per occurrence. If Company is performing services on Customer’s site, Customer will be named as additional insured under the CGL policy, but only with respect to liability arising out of personal injury or property damage to the extent resulting from the Company’s negligent acts or omissions or willful misconduct during the ongoing performance of its obligations under the Agreement. Company does not waive its right to subrogation or provide copies of its policies, certified or otherwise, nor does it provide endorsements. If requested by Customer, certificates of insurance shall be furnished from Company’s carrier evidencing the foregoing coverages.

7. Project Delays. A party will not be in breach of this Agreement or be liable to the other party if it fails to perform or delays the performance of an obligation as a result of an event beyond its reasonable control, including, but not limited to, strikes, industrial disputes, fire, flood, act of God, war, vandalism, riot, national emergency, acts of terrorism, embargoes or restraints, extreme weather or traffic conditions, temporary closure of roads, legislation, regulation, order or other act of any governmental agency.

8. Limitation of Liability. To the extent permitted by law, the aggregate liability of Company to Customer, whether in contract, tort (including negligence) or otherwise, will be limited to one (1) times the amount of payments received by Company from Customer under the Agreement. The foregoing does not limit the liability of Company for any injury to, or death of a person, caused by the gross negligence of Company. NOTWITHSTANDING ANYTHING ELSE IN THIS AGREEMENT, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, LIQUIDATED, CONSEQUENTIAL SPECIAL OR ECONOMIC LOSS, LOSS OF USE, LOSS OF PROFIT, COST LIABILITY, DAMAGE OR EXPENSES HOWSOEVER ARISING.

9. Attorneys’ Fees. In the event suit is brought to enforce the terms of this Agreement to enforce the rights of a party hereto, the prevailing party shall be entitled to recover its costs and reasonable attorneys’ fees from the other party.

Thank you for allowing us the opportunity to do business with your company.