Michigan maintenance service contract template

Michigan Maintenance Service Agreement

This Michigan Maintenance Service Agreement ("Agreement") is made and entered into as of [Date], by and between:

• [Service Provider Legal Name], a [State] [Entity Type] with its principal place of business at [Service Provider Address], holding Michigan License Number [License Number, if applicable], Federal Tax ID [Tax ID], and State Tax ID [State Tax ID], hereinafter referred to as "Provider," and represented by [Provider Authorized Representative Name], Title: [Provider Authorized Representative Title].
• [Client Legal Name], a [State] [Entity Type] with its principal place of business at [Client Address], hereinafter referred to as "Client," and represented by [Client Authorized Representative Name], Title: [Client Authorized Representative Title].

1. Effective Date and Term

• Option A: This Agreement shall become effective on [Effective Date] and shall continue for a term of [Number] [Months/Years], unless earlier terminated as provided herein.
• Option B: This Agreement shall commence on [Start Date] and automatically renew for successive [Number] [Months/Years] terms, unless either party provides written notice of termination at least [Number] days prior to the end of the then-current term.

2. Scope of Services

• Option A: Provider shall provide the following maintenance services at the location(s) specified in Exhibit A:
  • Detailed description of tasks (e.g., HVAC system checks, landscaping, equipment servicing).
  • Frequency of maintenance (e.g., weekly, monthly, quarterly).
  • Work hours (e.g., Monday-Friday, 8:00 AM - 5:00 PM, excluding holidays).
  • Covered equipment/property (e.g., specific model numbers, building areas).
  • Emergency call response time: [Number] hours.
• Option B: Provider shall perform all maintenance services as requested by Client, subject to a mutually agreed-upon statement of work for each service request.
  • Service requests will be submitted via [Method of Submission, e.g., email, online portal].

• Excluded Services: This Agreement does not include the following services: [List of Excluded Services, e.g., asbestos removal, structural repairs].
  • Note: Any regulated work (e.g., asbestos removal) requires appropriate licenses and permits as per Michigan law.

3. Service Location and Access

• Option A: Services will be performed at the following location(s): [Complete Address(es)].
• Option B: Services will be performed at locations designated by Client within [Geographic Area, e.g., Wayne County, Michigan].

• Client shall provide Provider with access to the service location(s) during the agreed-upon work hours.
• Client shall provide the following facilities/utilities: [List of Facilities/Utilities, e.g., electricity, water, waste disposal].
• Provider shall comply with all on-site safety rules and regulations, including Michigan-specific OSHA requirements.

4. Permits, Inspections, and Compliance

Provider is responsible for obtaining and maintaining all required permits and licenses necessary to perform the services under this Agreement, in accordance with applicable Michigan laws and regulations, including the State of Michigan building code and local municipal requirements.

Provider shall ensure compliance with all applicable environmental statutes.

5. Materials and Parts

• Option A: Client shall supply all necessary materials and parts. Materials shall meet the following quality standards: [Quality Standards].
• Option B: Provider shall supply all necessary materials and parts.
  • Provider warrants that all materials and parts shall be new and of merchantable quality.

Protocol for handling hazardous substances shall comply with all applicable Michigan laws and regulations.

6. Personnel

Provider's personnel shall be qualified and experienced to perform the services under this Agreement and possess all necessary Michigan-required licenses and certifications.

• Option A: Client requires background screening of Provider's personnel. Provider shall conduct such screening at its own expense.

Provider shall comply with all applicable Michigan labor and wage laws.

7. Payment Terms

• Option A: Client shall pay Provider at the rate of [Dollar Amount] per [Hour/Visit/Month].
• Option B: Client shall pay Provider according to the attached fee schedule (Exhibit B).
• Option C: Payment per task shall be as agreed in writing between Provider and Client before performance of services.

Applicable Michigan sales/use taxes shall be added to all invoices.

Invoices shall be submitted to Client [Frequency, e.g., monthly] and shall include the following information: [Invoice Requirements].

Payment is due within [Number] days of the invoice date.

Late payments shall accrue interest at a rate of [Percentage]% per month, up to the maximum rate allowed under Michigan law.

Disputed amounts shall be handled as follows: [Dispute Resolution Process].

8. Insurance and Bonding

Provider shall maintain the following insurance coverage at its own expense:

• General Liability: [Dollar Amount] per occurrence.
• Workers' Compensation: As required by Michigan's Workers' Disability Compensation Act.
• Property Damage: [Dollar Amount] per occurrence.
• Auto Liability (if applicable): [Dollar Amount] per occurrence.
• Professional Liability (if applicable): [Dollar Amount] per occurrence.

Provider shall provide Client with certificates of insurance listing Client as an additional insured.

• Option A: Provider shall be bonded in the amount of [Dollar Amount].

9. Indemnification

To the fullest extent permitted by law, Provider shall indemnify, defend, and hold harmless Client from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or resulting from Provider's negligent acts or omissions in connection with the performance of this Agreement, but only to the extent such claims, damages, losses, liabilities, costs, and expenses are caused by the negligent acts or omissions of Provider. Provider shall not be required to indemnify Client for Client's own sole negligence.

10. Reporting and Corrective Action

Provider shall report any defects or issues to Client within [Number] hours of discovery.

Emergency repair requests shall be responded to within [Number] hours.

Corrective action shall be taken within [Number] days of notification.

11. Equipment Ownership and Responsibility

Provider shall be responsible for its own tools and equipment.

Client assumes no responsibility for loss or damage to Provider’s equipment.

12. Warranty

Provider warrants that all workmanship shall be performed in a professional and workmanlike manner and that all materials shall be free from defects for a period of [Number] [Months/Years] from the date of completion.

This warranty is subject to the statutory limits on implied warranties under Michigan law.

13. Client Cooperation

Client shall provide Provider with prompt access to the service location(s).

Client shall provide Provider with advance notice of any changes to the service location(s) or equipment.

Client shall provide operational support as reasonably requested by Provider.

14. Confidentiality

Provider shall maintain the confidentiality of all business and proprietary information disclosed by Client during the term of this Agreement, in accordance with the Michigan Uniform Trade Secrets Act.

Provider shall comply with all applicable data privacy rules relevant to Client's industry.

15. Assignment and Subcontracting

Provider shall not assign this Agreement or subcontract any portion of the services without the prior written consent of Client.

All subcontractors shall meet the same Michigan legal and insurance requirements as Provider.

16. Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement due to causes beyond its reasonable control, including, but not limited to, acts of God, war, terrorism, fire, flood, extreme weather conditions typical in Michigan, strikes, or government regulations.

The affected party shall notify the other party of the force majeure event as soon as reasonably practicable.

Service shall be suspended or rescheduled as necessary.

17. Termination

• Termination for Cause: Either party may terminate this Agreement for cause upon written notice if the other party breaches any material provision of this Agreement and fails to cure such breach within [Number] days after written notice thereof.
• Termination for Convenience: Client may terminate this Agreement for convenience upon [Number] days written notice to Provider, subject to Michigan law.
• Obligations upon Termination: Upon termination, Client shall pay Provider for all work performed up to the date of termination.
• Early Termination/Liquidated Damages: [Specify any early termination fees or liquidated damages, if applicable and legally permissible in Michigan].

18. Default and Remedy

In the event of default by either party, the non-defaulting party shall provide written notice of default and allow [Number] days for cure, consistent with Michigan practice.

Escalation from notice to termination shall follow a step-by-step process: [Detailed Escalation Process].

Fee offsets or self-help rights, if any, shall be exercised in accordance with Michigan practice.

19. Limitation of Liability

Neither party shall be liable to the other for any indirect, incidental, consequential, or punitive damages arising out of or relating to this Agreement.

This limitation of liability is subject to Michigan public policy and shall not apply to personal injury or willful misconduct.

20. Dispute Resolution

Any dispute arising out of or relating to this Agreement shall be resolved in the courts of [County] County, Michigan.

• Option A: The parties agree to attempt to resolve any disputes through mediation in Michigan before resorting to litigation.
• Option B: Any dispute arising out of or relating to this Agreement shall be resolved by binding arbitration in Michigan in accordance with the Michigan Uniform Arbitration Act.

21. Compliance

Provider shall comply with all applicable Michigan statutes, including but not limited to service contract regulations, consumer protection laws, and anti-discrimination laws.

If applicable, Provider shall comply with the Michigan Construction Lien Act.

22. Miscellaneous

All notices under this Agreement shall be in writing and delivered by [Accepted Delivery Methods, e.g., certified mail, email] to the addresses set forth above.

This Agreement shall be governed by and construed in accordance with the laws of the State of Michigan.

This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications and proposals, whether oral or written.

This Agreement may be amended only by a written instrument signed by both parties.

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Signatures

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

[Service Provider Legal Name]

By: [Provider Authorized Representative Name]

Title: [Provider Authorized Representative Title]

Date: [Date]

[Client Legal Name]

By: [Client Authorized Representative Name]

Title: [Client Authorized Representative Title]

Date: [Date]