These Terms and Conditions (“Terms and Conditions”) are expressly agreed to by and among _______________________________________ (“Owner(s)”), _____________________ (“Contractor”) and Revonate, Inc. a Delaware corporation (“Third Party Facilitator” or “Revonate”) for construction of certain improvements on the Owners property located at ______________________________________. Owner, Contractor and Revonate and sometimes referred to herein individually as a “Party” or collectively as the “Parties.” These Terms and Conditions apply to that certain Construction Proposal (including but not limited to the project overview, quote summary, project & payment schedule and project total, collectively the “Proposal”) facilitated by Revonate, The Proposal and these Terms and Conditions constitute the agreement among the Parties and are referred to collectively hereafter as the “Contract.”
The terms of this Contract include the conditions of this Contract (including these Terms and Conditions and the Proposal) and, by reference, the provisions in any other documents specifically listed below, and attachments thereto. The terms of this Contract prevail over any conflicting provisions in the documents incorporated by reference. The Contractor shall perform all of the work that is required by this Contract and any documents incorporated by reference below. Except for written modifications executed by the Parties subsequent to the execution of this Contract (for example, change orders), the terms of the contract are limited to the provisions contained in this Contract and the other documents described as follows:
The Construction documents for the improvements to be constructed (the “Project”) have been determined by the parties and are incorporated herein and attached hereto as Exhibit A. Any liability associated with the plans and specifications remain the responsibility of the Architects and Engineers that have developed the plans and specifications.
Assuming all conditions precedent are satisfied and weather permits, the work to be performed under this Contract shall be commenced upon receipt of the necessary permits, and substantially completed no later than days or less from the start of Construction subject to excusable delays as more particularly defined in Section 10 herein (“Completion Date”).
The current Total Purchase Price for this Project is provided in the Proposal and includes Construction document development and Construction of the improvements.
Any down payment or initial deposit, as provided in the Proposal, (the “Initial Deposit”) shall be paid to Revonate as the Third Party Facilitator and shall be non-refundable except in the event of default by Contractor and shall be applied toward the Purchase Price as work is completed pursuant to the payment processing terms provided herein. Owner also agrees to be solely responsible for payment of any financing costs and associated fees, including title, taxes, etc. incurred by Owner outside of this Contract.
Owner shall make a final payment of the balance of the final total Purchase Price no later than at Final Settlement (defined below) upon completion of the work.
The total Purchase Price may be modified if there are changes to the approved plans and specifications made in writing and executed by the parties hereto, in the manner provided in Section 9 hereof. The total Purchase Price may also be modified due to changes in price of materials in the manner provided in Section 10 hereof.
Contractor shall prepare draw requests based on the terms of the project & payment schedule included in the Proposal for the applicable portion of the Project based on the cost of labor and materials, including materials on-site but not installed and deposits required by suppliers for special equipment or materials to be used on the Project. Owner will transfer such funds to Revonate within 10 business days of receipt of the Contractor's draw request. Contractor shall provide a Conditional Lien Waiver at the time of each draw. Contractor shall provide executed Subcontractor and Supplier Lien Waivers for previous draws at the time of the next draw.
By entering into this Contract, Owner and Contractor agree to use the Revonate communication application technology to track progress, update timelines, and confirm provision of lien releases(the “Technology”). All payments due hereunder shall be paid to Revonate. Revonate will hold funds for transfer to Contractor until confirmation by both Contractor and Owner that the work for which a payment has been made has been completed and any obligation to provide lien waivers has been met. Once such confirmation has been made, Revonate will transfer funds to Contractor. Owner and Contractor agree that in the event of any controversy or dispute regarding any funds held by Revonate, Revonate may reasonably rely on the terms of this Contract or other written documents signed by both Owner and Contractor to determine how to disburse any disputed funds. However, Revonate shall not be required to take any action but may await any proceeding, or at Revonate’s option and sole discretion, may interplead all parties and deposit any funds into a court of competent jurisdiction and shall recover all costs which were incurred as a result of the dispute including, but not limited to, reasonable attorney's fees.
Contractor shall perform construction of the work and furnish and install all materials and equipment as agreed and in accordance with the manufacturer's recommendations and specifications, and in compliance with all applicable federal, state and local laws, regulations, codes and standards. Any conflicts between the plans and specifications and the regulations, codes or standards, the regulations codes and standards shall prevail, and Contractor shall perform the work in accordance therewith.
During progress of construction, Owner may request additional work to be performed. Any such additional work shall be subject to the approval of Contractor, which approval shall not be unreasonably withheld. Before any such extras work is performed, such extra work shall be specified in a written change order signed by Owner and Contractor and shall be paid for at the time the change order is completed unless otherwise agreed to by Owner and Contractor. Owner and Contractor shall immediately inform Revonate of any change orders and any contemplated changes in timelines, payment schedules and payment amounts. Any change order shall be subject to all terms and conditions of this Contract.
The Purchase Price to construct the improvements is based in part upon prices quoted to Contractor for materials and labor to be used. Given the volatility of the market, supply chains and the commodity nature of some materials traded on the open market, initial price quotes are subject to change beyond the control of Contractor. In the event material prices at the time of actual distribution of materials for the Project have increased more than three percent (3%) over Contractor’s original material quote(s) from when Contractor obtained pricing for purposes of bidding this Project, the total Purchase Price may be increased at Contractor’s sole discretion by a corresponding dollar amount to reflect the actual increase in construction costs. In such event, a price adjustment Addendum will be presented by Contractor to Owner and must be signed within five (5) days of the effective date by Contractor and Owner for the Project to proceed pursuant to the terms of this Contract.
Contractor will use its best efforts to complete construction prior to the Completion Date. However, if reasons beyond the Contractor's control cause an unavoidable delay in the progress of construction (including, but not limited to, such factors as the unavailability of materials, inclement weather, strikes, changes in governmental regulation, acts of governmental agencies or their employees, acts of God, government mandated closures or shutdowns due to outbreak of disease or pandemic, or the failure of Owner to perform their responsibilities under this Contract, each an “Excusable Delay”), The period of delay caused by any of the forgoing Excusable Delays shall extend the final completion date a reasonable period of time. Owner shall not recover any compensation from the Contractor for delay by reason of any Excusable Delay.
Any notice required or permitted under this Contract shall be delivered in person, sent via email with confirmation of receipt or mailed by certified mail, postage prepaid, return receipt requested via the United States Postal Service to the parties at the following addresses:
For purposes of this Contract, notice shall be deemed received two business days after sent by certified mail, postage prepaid, return receipt requested via the United States Postal Service.
Contractor represents that Contractor has inspected the premises and is familiar with the existing conditions.
From time to time and upon substantial completion of the work, Owner or Owner's agent shall inspect the Project in the Contractor's or Contractor's representative's presence. At the time of the final inspection, Owner will give to the Contractor a signed punchlist that identifies any alleged deficiencies in workmanship or materials (“Owner’s Punchlist”). Contractor shall correct any items on Owner's Punchlist that are, in the good faith judgment of the Contractor, deficient in workmanship and/or materials according to the standards of construction relevant to the community or area in which the Project is built. Contractor shall correct those defects within a reasonable period of time. Upon correction of defects as provided herein Owner shall tender final payment (the “Final Settlement”) of the balance of the Purchase Price. Notwithstanding anything to the contrary herein, the Final Settlement shall not be conditioned or delayed due to the inability of Contractor to correct defects if such inability to correct defects is due to a delay in delivery or procurement of material or supplies beyond Contractor’s reasonable control. By tendering final payment, and upon Contractor's payment of all costs associated with the construction, Owner agrees that Contractor's obligations under this Contract have been fully satisfied except for unsettled disputes expressly reserved in writing, including but not limited to backordered materials, and items specifically agreed to in writing by Owner and Contractor. The acceptance of final payment shall constitute a waiver of all claims by the Contractor except those previously made in writing and unsettled, and items specifically agreed to in writing by Owner and Contractor.
The Parties understand and agree that Revonate has acted and is only acting as the Third Party Facilitator pursuant to the terms of this Contract. Revonate’s services are expressly limited to the processing of payments and provision of the Technology. Revonate provides no guarantee or warranty whatsoever with respect any obligations or work to be performed by Contractor or with respect to any obligations or payments to be performed or completed by Owner. Revonate shall not be held liable for any aspect of the construction, completion of the Project, cost or timeline overruns, material delays or misorders or any other aspect of the Project. Except with respect to provision of the Technology and processing of payments, Owner and Contractor shall hold harmless, defend and indemnify Revonate from any liability or claim related to the Project or the performance of any term of this Contract.
The Contractor provides a one-year limited warranty on workmanship and materials. The limited warranty shall have no force and effect until the Contractor has received full payment of the purchase price stated above in addition to any change order amounts and the warranty shall take effect at either the time of final settlement or the date of first possession by Owner, whichever is first.
This Contract contains all of the representations, warranties, and promises of the Contractor. No agent or representative of the Contractor is authorized to make any representation or promise on behalf of the Contractor other than those contained here, and the Contractor makes no other warranties, express or implied, including but not limited to the warranties of good workmanship and useability.
Contractor assigns to Owner, to the extent they are assignable, all rights under manufacturers' warranties on appliances, equipment, fixtures, and consumer products included in the Project and located on Owner's property. The Contractor provides no other warranties relating to manufacture or consumer products.
If Owner (a) materially fails to comply with the provisions of this Contract or (b) terminates the Contract for any reason other than the Contractor's failure to perform, the Contractor may (a) terminate this Contract and retain any down payments and/or deposits as liquidated damages; or (b) institute judicial proceedings for specific performance and/or any other legal and equitable remedies.
If the Contractor fails to supply proper materials and skilled workers; make payments for materials, labor and subcontractors in accordance with their respective agreements; disregards ordinances, regulations, orders of a public authority, or fails to materially comply with the provisions of the Contract, Owner may give the Contractor written notice. After 7 days if the Contractor has failed to remedy the breach of Contract, Owner may give a second written notice. If the Contractor still fails to cure the breach within 7 days after the second notice, Owner may terminate the Contract. When Owner terminates the Contract for one of the reasons stated above, he or she shall be entitled to any other legal and equitable remedies.
Contractor shall not be obligated to perform any work to correct damage caused by termites or other insects, moisture, mold, dry rot or decay and any work to be performed to correct such damage shall be covered by a change order. If any pretreatment for termites or other insects is required, it will be at Owner's expense.
Unless specifically included, electrical work contemplates no change to existing service panel other than the addition of circuit breakers or fuse blocks to distribute electric current to new outlets. Cost incurred in changing point of service, main switch, or meter that may be required by inspector or serving utility shall be paid to the Contractor by the Owner the same as any other extra. Changes to existing wiring in areas undisturbed by alterations are not included,
Contractor does not assume any risk to subsoil conditions of the property and if any subsoil conditions which affect the work to be performed are encountered they will be dealt with at the Owner's expense pursuant to a change order. If any testing or an engineered footing is required, it will be at Owner's expense.
Owner is solely responsible for the location of all lot lines and shall, if requested, identify all corner posts of his lot for the Contractor. If any doubt exists as to the location of lot lines, the Owner shall at his own cost, order and pay for a survey. If the Owner wrongly identifies the location of the lot lines of the property, any changes required by the Contractor shall be at the Owner's expense. This cost shall be paid by Owner to Contractor in cash prior to continuation of work.
Unless specifically indicated, agreed price does not include re-routing of vents, pipes, ducts, or wiring conduits that may be discovered in removal of walls or cutting of openings in walls, floors, or ceilings.
Owner shall grant free access to work areas for workmen and vehicles, and shall allow areas for storage of materials and rubbish. Owner shall also provide utility services required by the Contractor at Owner's cost. Owner agrees to keep driveways clear and available for movement and parking of trucks during normal work hours. Contractors and workmen shall not be expected to keep gates closed for animals and children. Contractor shall protect adequately the property and adjacent property subject to this contract but shall not be held responsible for damage to driveways, walks, lawns, trees, and shrubs by movement of trucks unless due to Contractor's gross negligence.
All materials removed from structure in course of alterations shall be disposed of by Contractor except for Hazardous Materials as described in paragraph 32 and those items designated by Owner prior to commencement or during construction. All construction rubbish to be removed by Contractor at termination of work and premises left neat and in a broom-clean condition.
Prior to commencement of construction, Owner shall have Contractor listed as loss-payee on Owner's hazard insurance policy by means of endorsement, or shall purchase separate policy to protect Contractor's interest. In event Owner fails to do so, Contractor may procure such insurance and Owner agrees to reimburse Contractor in cash for the cost thereof. Contractor may waive this requirement in its sole discretion (with any such waiver to be in writing signed by Contractor before being effective). Contractor shall carry at Contractor’s own expense worker's compensation and public liability insurance
Owner agrees to make toilet facilities available to all workmen or compensate Contractor for cost of rented units
Contractor shall not be held responsible for damage to, or removing of pipes, sprinkler lines, water or sewage disposal systems or conduits in areas of excavating, grading, paving, or construction.
Contractor shall not be held responsible for damage caused by Owner or Owner's employees, Act of God, soil slippage, earthquake, fire, riot, or civil commotion or acts of public enemy.
Unless specifically included in this Contract, Contractor shall not be held responsible for any bonds, liens, or assessments on existing real estate, nor sewer or utility assessments not yet a lien on said property
Owner agrees to remove or protect any personal property, inside and out, including shrubs and flowers which cannot be protected adequately by Contractor and Contractor shall not be held responsible for damage to or loss of said items.
Contractor shall not be responsible for work performed by Owner or contractors or individuals neither contracted by nor employed by Contractor.
Unless herein specifically provided for, the Contractor shall not be responsible for removal and for disposal of any "Hazardous Materials" as defined by any Federal, State or Local law, regulation, or ordinance, including without limitation, lead base paint, mold, asbestos and asbestos containing material, and if such "Hazardous Materials" are encountered in the course of Contractor's work, then Owner shall pay any and all additional costs to remove and/or dispose of such "Hazardous Materials" in accordance with such Federal, State, and Local laws, regulations, and ordinances. OWNER HEREBY WAIVES AND RELEASES CONTRACTOR FROM ALL LIABILITY FOR ANY DAMAGES, BOTH TO PERSON AND PROPERTY, SUFFERED BY OWNER AS A RESULT OF CONTRACTOR’S REMOVAL OF HAZARDOUS WASTE INCLUDING LEAD BASED PAINT. OWNER AGREES TO INDEMNIFY AND HOLD CONTRACTOR HARMLESS FOR ANY DAMAGES SUFFERED BY CONTRACTOR AS A RESULT OF OWNER OR ANY THIRD PARTY MAKING A CLAIM FOR DAMAGES AGAINST CONTRACTOR IN CONNECTION WITH CONTRACTOR’S REMOVAL OF HAZARDOUS WASTE INCLUDING LEAD BASED PAINT. SHOULD A LEGAL ACTION BE FILED AGAINST CONTRACTOR FOR SUCH A CLAIM, OWNER SHALL INDEMNIFY CONTRACTOR FOR ALL DAMAGES AND COST SUFFERED BY CONTRACTOR INCLUDING REASONABLE ATTORNEY’S FEES.
Owner agrees to permit the Contractor to display a sign on the site until the Project is completed.
The Project shall be constructed to conform substantially with the plans and specifications referenced in this Contract. Owner acknowledges that in the course of construction of the Project, certain changes, deviations, or omissions may be necessary because of the requirements of governmental authorities, suggestions and design changes made by the architect or Owner or because of particular conditions of the job. Owner hereby (a) recognizes that minor changes may occur in the work and (b) agrees that as long as the Project is substantially the same as described in the Contract documents and within accepted industry tolerance, minor deviations will be accepted. Contractor, in its sole and absolute discretion, may deviate from plans and specifications, as Contractor deems necessary, when; a) required by any public authority or code, b) when materials or supplies are not reasonably available, or c) to best remedy structural and/or design issues in the field.
All controversies, claims, disputes and matters in question arising out of or relating to this Contract or the breach thereof, shall be decided by mediation and/or arbitration in accordance with this Section 35. The party who seeks resolution of a controversy, claim, dispute or other matter in question shall notify the other party in writing of the existence and subject matter hereof, and shall designate in such notices the names of three prospective mediators, each of whom shall be registered with the American Arbitration Association in the city nearest to the location of the Project. The recipient party shall select from such list one individual to act as a mediator in the dispute set forth by the notifying party. The parties agree to meet with said mediator either live or by video conference within four weeks after the recipient party has received notice of the dispute and agree to utilize their best efforts and all expediency to resolve the matters in dispute. The mediation shall not continue longer than one (1) hearing day without the written approval of both parties. Neither party shall be bound by any recommendation of the mediator; however, any agreement reached during mediation shall be final and conclusive. If the dispute is not resolved by such mediation, it shall be decided by mandatory arbitration in accordance with the Construction Arbitration Rules of the American Arbitration Association. Either party may apply to the American Arbitration Association for a determination of the dispute set forth in the notification thereof by the originating party. The parties agree that the arbitration shall take place in the city nearest to the location of the Project and may be held virtually by video conference and shall be governed by the laws of the state where the Project is located. The award entered or decision made by the arbitrator(s) shall be final and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. Expense of mediation and/or arbitration shall be shared equally by both parties.
If any Party is required to institute legal proceedings in order to enforce any provisions of this Contract, the prevailing Party shall be entitled, in addition to any other relief allowed by law, to an award of reasonable attorney fees and costs incurred in that action and any appeal therefrom in an amount to be determined by the court.
This Contract (including the documents incorporated by reference pursuant to this Contract) constitutes the entire agreement between the parties, and supersedes all prior or contemporaneous agreements and understandings whether written or oral. This Contract may be changed only by a written Contract amendment signed by the Parties. The Contract shall be binding upon the Parties' respective heirs, executors, administrators, successors, and assigns. However, this Contract shall not be assigned without the written consent of all Parties. Each provision of this Contract is separable from every other provision of the Contract, and if any provision is unenforceable or revised, the remainder of the Contract shall remain valid and enforceable. The law of the jurisdiction in which the property is located will govern this Contract.
If you have any questions about these Terms and Conditions, you can contact us:
By email: firstname.lastname@example.org
By visiting this page on our website: revonate.co/contact