1. Scope of services. Metro Air shall perform the services set out in the Service Maintenance Agreement at the times and prices stated therein, and these Terms and Conditions are incorporated by reference into that Agreement.

2. Access to equipment. Customer shall provide Metro Air clear access to equipment. Metro Air shall not be required to move, dismantle, stack or otherwise re-arrange any objects in order to access equipment to be serviced. Metro Air shall not be responsible for the safety, security or operation of any property left in the vicinity of equipment to be serviced.

3. Premium-time work. All pricing is based on work performed during regular business hours, and not requiring premium-time work, and Metro Air cannot guarantee that workers will be available to perform work at premium times. At customer's request, Metro Air shall endeavor to make arrangements for scheduling such work.

4. Payment. Customer agrees to pay Metro Air's invoices within thirty (30) days of invoice date. Payments not received within that time shall accrue interest at the rate of 1.5% per month. Metro Air reserves the right to stop work without notice should these payment terms not be maintained. Should Metro Air be required to engage the services of an attorney to obtain payment from customer, Metro Air shall be entitled to be paid its reasonable attorney's fees and costs by customer. Any litigation arising out of or related to Metro Air's work shall be filed in Johnson County Kansas. THE PARTIES HEREBY WAIVE THEIR RIGHT TO A JURY TRIAL.

5. Taxes. Customer shall be responsible for payment of any taxes levied in association with the work of Metro Air.

6. MSDS information/ HazMat liability. Customer shall provide to Metro Air all Material Safety Data Sheets ("MSDS") for any product within the purview of the U.S. Occupational Health and Safety Administration's Hazard Communication Standard Regulations. Metro Air's work does not include the identification, abatement or removal of any toxic or otherwise hazardous material ("HazMat"). Should Metro Air encounter what it reasonably believes to be potential HazMat, it shall cease work in the affected area and notify customer. Customer shall then investigate and, if appropriate, remediate the conditions and furnish Metro Air with evidence from an environmental engineer certifying that the suspected conditions have been satisfactorily removed, remediated or otherwise resolved. Any delay or extra expense to Metro Air as a result of such HazMat shall be treated as an adjustment to the service order.

7. Metro Air's design. Metro Air's design is based on the standards set forth in the American Society of Heating, Refrigeration and Air Conditioning Engineers
("ASHRAE") Standard 62-1299 "Ventilation for Acceptable Indoor Air Quality" or other applicable local ventilation codes. Metro Air makes no representation that its design will address health effects of cigar/cigarette smoke.

8. Extras/changes. Metro Air's pricing for the work is based solely on the description and scope of work described in its service order. Should additional work be required, or requested by customer, Metro Air shall keep track of its time and material costs and customer shall pay them in accordance with the Payment terms stated above, unless Metro Air and customer have agreed in writing on a lump-sum amount for such extra or change.

9. Warranty. Metro Air warrants that its workmanship will be of good quality and free from defects for a period of one year from date of installation. In the event that customer believes that any of Metro Air's workmanship failed during this period, customer shall not disturb the work (except in case of emergency to prevent injury), and notify Metro Air in writing within ten days. Metro Air shall have the right to inspect the workmanship, and have the option to repair or replace defective workmanship. Metro Air shall assign to customer all rights available under manufacturer or vendor's warranties with respect to materials or equipment installed. If on or after the first anniversary of installation of the work, customer requests that Metro Air remove, repair or reinstall any such equipment, Metro Air shall do so only at its rates then in effect, and customer shall pursue whatever rights and remedies it may have against the manufacturer of the equipment in question. This is the full extent of Metro Air's warranty, and ALL OTHER WARRANTIES ARE HEREBY DISCLAIMED, INCLUDING IMPLIED WARRANTIES AND WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

10. Force Majeure. Metro Air shall not be responsible for any delay or extra cost occasioned by unusually severe weather conditions, strikes, pickets or similar labor actions, transportation delays or disruptions, material unavailability, or any other cause beyond its control ("Force Majeure"). The schedule for completion and cost of Metro Air's service order work shall be adjusted equitably as a result of any such Force Majeure.

11. Mutual waiver of consequential damages. Metro Air and customer waive claims against each other for indirect or consequential damages arising out of or relating to the service order. This mutual waiver applies to damages incurred by the customer for any delay in completion of work including rental expenses, losses of use, income, profit, operating or maintenance expense, financing, business and reputation, and for loss of management or employee productivity or of the services of such persons; and damages incurred by the Metro Air for principal office expenses including the compensation of personnel stationed there, for losses of financing, business and reputation, and for loss of profit except anticipated profit arising directly from the Work.

12. Acceptance of terms. These terms and conditions are an integral part of Metro Air's agreement with Customer. They may not be altered in any way without the express, advance written consent of Metro Air. Customer may accept these terms by signing a work order or proposal of Metro Air, or by permitting Metro Air to commence work on the equipment which is the subject of this work order.

13. Renewal or termination. This Agreement is for a term of one year from its Effective Date, being the last date it was signed by either party. It will automatically renew unless either party gives notice to the other at least 30 days before the renewal date of its desire to terminate the Agreement. Metro Air shall reserves the right to modify the terms of the Agreement, including pricing, after the initial term of the Agreement, by written notice to customer. In the event that customer wishes to terminate the Agreement other than on its anniversary date, it shall give at least 30 days' notice, and shall pay Metro Air for all services through termination date, plus a cancellation fee of twenty-five percent of the value of services not performed that were provided for under the Agreement.

14. FAILURE OF THIS CONTRACTOR TO PAY THOSE PERSONS SUPPLYING MATERIAL OR SERVICES TO COMPLETE THIS CONTRACT CAN RESULT IN THE FILING OF A MECHANIC'S LIEN ON THE PROPERTY WHICH IS THE SUBJECT OF THIS CONTRACT PURSUANT TO CHAPTER 429, RSMO. TO AVOID THIS RESULT YOU MAY ASK THIS CONTRACTOR FOR "LIEN WAIVERS" FROM ALL PERSONS SUPPLYING MATERIAL OR SERVICES FOR THE WORK DESCRIBED IN THIS CONTRACT. FAILURE TO SECURE LIEN WAIVERS MAY RESULT IN YOUR PAYING FOR LABOR AND MATERIAL TWICE.

 

 

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