Vermont maintenance service contract template

Vermont Maintenance Service Contract

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

[Contractor Legal Name], a [State] [Entity Type] with its principal place of business at [Contractor Address], [City], Vermont, [Zip Code], Vermont Business Registration Number (if applicable): [Registration Number], and contact details: phone [Phone Number], email [Email Address], hereinafter referred to as "Contractor,"

and

[Client Legal Name], a [State] [Entity Type] with its principal place of business at [Client Address], [City], Vermont, [Zip Code], Vermont Business Registration Number (if applicable): [Registration Number], and contact details: phone [Phone Number], email [Email Address], hereinafter referred to as "Client."

The parties agree as follows:

1. Scope of Services

Contractor agrees to provide the following maintenance services (the "Services") at the property located at [Property Address], [City], Vermont, [Zip Code]:

Option A: [Description of Specific Services - e.g., HVAC maintenance, landscaping, snow removal, building maintenance, equipment repair]. These services will be performed in accordance with Vermont building codes and applicable commercial property codes.

Option B: Detailed specifications for the Services are outlined in Exhibit A, attached hereto and incorporated by reference. This includes but is not limited to preventative, corrective, and emergency maintenance.

2. Service Levels and Response Times

The following service levels and response times apply to the Services:

Option A: Routine Maintenance: Completed according to the schedule outlined in Section 3, below.

Option B: Preventive Maintenance: Scheduled in advance and completed within [Number] days of notification.

Option C: Corrective Maintenance: Response within [Number] hours of notification; completion within [Number] days, depending on parts availability and complexity.

Option D: Emergency Maintenance: Response within [Number] hours of notification; immediate action to mitigate the emergency. Locally accepted response standards will be followed where relevant.

3. Schedule

The Services will be performed according to the following schedule:

Option A: Weekly: [Day of Week] between [Start Time] and [End Time].

Option B: Monthly: The [Day] of each month between [Start Time] and [End Time].

Option C: As needed based on work orders.

Option D: Holiday and weekend handling: Services during holidays and weekends will be provided at [Rate] rate.

Option E: Inclement Weather Protocol: In the event of inclement weather common in Vermont (e.g., snowstorm, ice storm), Contractor will [Description of actions to be taken, e.g., prioritize snow removal, delay non-essential services].

4. Materials and Waste Disposal

Client will supply the following materials: [List of materials, if any]. Client will ensure materials meet Vermont environmental regulations.

Contractor is responsible for the proper disposal of all waste generated during the performance of the Services, in compliance with all applicable Vermont waste disposal regulations.

5. Staffing

All Contractor personnel performing the Services must meet the following minimum qualifications: [List of qualifications, e.g., licenses, certifications, experience].

All personnel assigned to Vermont job sites will comply with local labor laws.

Option A: Background checks will be conducted on all personnel.

Option B: Personnel will undergo Vermont Occupational Safety and Health Administration (VOSHA) safety training.

6. Insurance

Contractor shall maintain the following insurance coverage, with Vermont-specific minimum coverage limits:

Workers' Compensation: As required by Vermont statutes.

General Liability: [Dollar Amount] per occurrence.

Professional Liability: [Dollar Amount] per claim.

Automobile Liability: [Dollar Amount] per accident.

Contractor shall provide Client with certificates of insurance evidencing such coverage.

7. Invoicing and Payment

The total price for the Services is [Dollar Amount] per [Time Period, e.g., month, year].

Option A: Payment will be made on a fixed-fee basis.

Option B: Payment will be made on a time and materials (T&M) basis, at the rate of [Dollar Amount] per hour, plus the cost of materials.

Option C: Overtime rate is [Rate] times the standard hourly rate.

Eligible expenses: [List of eligible expenses, e.g., mileage, tolls]. Vermont sales and use tax will be handled as applicable.

Payment Schedule: Invoices will be submitted [Frequency, e.g., monthly] and payment is due within [Number] days of invoice date.

Late Payment Penalties: Late payments will accrue interest at a rate of [Percentage] per month.

Lien Waiver Provisions: Contractor agrees to provide lien waivers upon payment, pursuant to Vermont law.

8. Reporting and Work Orders

All work orders must be submitted in writing to [Email Address] or [Physical Address].

Option A: Contractor will provide monthly reports detailing the Services performed.

Option B: On-site service logs will be maintained and available for inspection by Client.

Documentation will be subject to Vermont record retention rules.

9. Acceptance and Inspection

Client shall have [Number] days to inspect the completed Services.

Acceptance criteria: [List of criteria, e.g., compliance with work order, satisfactory completion of task].

Remedies for defect/non-conformance: Contractor will correct any defects or non-conformance within [Number] days of notification.

Vermont warranty periods will apply where applicable.

10. Scope of Work Limitations and Exclusions

The Services do not include: [List of exclusions, e.g., major repairs, replacements of equipment].

Client is responsible for: [List of client responsibilities, e.g., maintaining insurance, providing access to the property].

11. Client Obligations

Client shall provide Contractor with access to the property during reasonable hours.

Client shall disclose any known hazards on the property, including information on hazardous materials, asbestos, or lead, in compliance with Vermont-specific laws.

Client shall provide utilities (e.g., electricity, water) necessary for the performance of the Services.

12. Compliance with Laws

Both parties shall comply with all applicable Vermont and local codes, ordinances, environmental, OSHA, and safety regulations.

13. Termination and Renewal

This Agreement may be terminated by either party upon [Number] days written notice.

Option A: This Agreement will automatically renew for successive [Time Period, e.g., one-year] terms unless terminated as provided herein.

Termination for default: Either party may terminate this Agreement if the other party breaches a material provision and fails to cure such breach within [Number] days of written notice.

Mutual termination: This Agreement may be terminated by mutual written agreement of the parties.

14. Limitation of Liability and Indemnification

Contractor's liability for any damages arising out of or related to this Agreement shall be limited to the amount of fees paid by Client to Contractor under this Agreement.

Contractor will not be liable for unattended property.

Contractor shall indemnify and hold Client harmless from and against any and all claims, losses, damages, liabilities, costs, and expenses (including attorney's fees) arising out of or related to Contractor's negligence or willful misconduct. This includes unattended property, third-party claims, and environmental or hazardous events within Vermont legal limits.

15. Dispute Resolution

Any disputes arising out of or related to this Agreement shall be resolved through negotiation, mediation, or binding arbitration in [City], Vermont.

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

Exclusive jurisdiction shall lie with Vermont courts.

16. Confidentiality and Data Security

Contractor shall maintain the confidentiality of all Client information.

Contractor shall comply with all applicable Vermont consumer protection and privacy laws.

Additional requirements may apply if the facility contains sensitive commercial or public sector data.

17. Business Continuity and 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 acts of God, war, terrorism, natural disasters, and labor disputes.

This includes Vermont-specific seasonal climate events such as ice, snow, and power outages. Contractor will [Description of how business continuity will be ensured].

18. Notices

All notices under this Agreement shall be in writing and sent to the addresses listed above.

Acceptable methods of delivery: personal delivery, certified mail (per Vermont UCC/service rules), or electronic communications (if agreed).

19. Subcontractors

Contractor may subcontract the Services with Client's prior written approval.

Contractor is responsible for ensuring that all subcontractors comply with the terms of this Agreement and all applicable Vermont laws.

20. Licensing and Permitting

Contractor shall obtain and maintain all necessary Vermont licenses and permits required to perform the Services, including but not limited to HVAC, electrical, and building systems permits.

21. Equal Employment Opportunity

Contractor shall comply with all applicable Vermont equal employment opportunity, anti-discrimination, and prevailing wage laws (if applicable).

22. Ownership of Deliverables

Ownership of all deliverables (e.g., reports, maintenance logs, replaced parts) shall be vested in [Party]. Intellectual property for custom-developed software or procedures will be handled as per Vermont statutory rules.

23. Employment Practices

Contractor shall comply with all applicable Vermont employment practices, including background checks and minors' employment (if any). Client security and safety rules will also be followed.

24. Health, Safety, and Environmental Protection

Contractor shall comply with all applicable Vermont health, safety, and environmental protection procedures.

25. Hazardous Materials

Contractor shall handle and record hazardous materials in strict compliance with Vermont Department of Environmental Conservation and EPA guidance.

26. Audit and Inspection Rights

Client shall have the right to audit and inspect Contractor's performance of the Services as allowed under Vermont law.

27. Entire Agreement

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

Order of precedence: [List in order of precedence, e.g., contract, exhibits, work orders].

28. Amendment

This Agreement may be amended only by a written instrument signed by both parties and referencing Vermont law.

29. Counterparts

This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

30. Severability

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

31. Waiver

No waiver of any provision of this Agreement shall be effective unless in writing and signed by the waiving party, expressly pursuant to Vermont law.

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

[Contractor Legal Name]

By: [Contractor Representative Name]

Title: [Contractor Representative Title]

[Client Legal Name]

By: [Client Representative Name]

Title: [Client Representative Title]