WHEREAS, HBF has agreed to provide certain construction services to the various properties identified, by project, below; and
WHEREAS, Contractor has agreed to provide construction services and materials in connection with the projects identified below; and
WHEREAS, the parties agree that the construction and services required by this agreement and any drawings and/or specifications prepared by HBF, or at HBF’s request, in connection with the projects identified below shall be executed by Contractor as provided in this Agreement.
NOW, THEREFORE, the parties agree as follows:
1. Scope of Work (“SOW”). The work to be executed by Contractor will be provided on a per project basis to HBF approved clients upon request from HBF staff, with hard copies of each respective scope of work to be saved by the HBF and/or archived and incorporated into this document as if fully set forth herein. HBF staff will communicate the SOW to each such client, in writing. That document will then be signed by the client and Contractor prior to commencing any SOW. By performing the SOW on a per project basis, the Contractor does not become an employee of the HBF.
2. Payment. If applicable, HBF shall reimburse Contractor for materials only and upon its satisfactory execution of each SOW as determined by HBF staff. Payment shall be made in full to Contractor upon completion of each respective SOW, with hard copies to be saved by the HBF and/or archived and referenced above, pursuant to the HBF's inspection and acceptance of such work.
3. Abide by Laws. Contractor shall comply with the requirements of the Occupational Safety and Health Act of 1970, as amended (including without limitation, the prompt submission of material safety data sheets when required), as well as all other applicable federal, state, and local health, safety, environmental, hazardous, and other work laws, regulations, and requirements.
4. Release of the HBF. Contractor hereby releases HBF of and from any and all liability of whatsoever nature because of any injury or injuries to Contractor, its employees, agents, or subcontractors or any employees or agents of such subcontractors, or any other people doing work with or for the Contractor on behalf of HBF.
5. Limited Contractor’s Warranty. Contractor hereby warrants to the HBF, its successors and assigns, and to the respective owner(s) of the property at which the SOW is being performed that said SOW performed and materials furnished by the Contractor are and were performed in a good and workmanlike manner for one year following the completion of the SOW referenced in Paragraph 1.
6. Contractor's Certificate of Insurance. Contractor hereby agrees to provide the HBF copies of its applicable Certificate of Insurance for each project it has been asked to perform a specific SOW. Contractor shall also identify the "Home Builders Foundation" as an additional insured for both ongoing and completed operations and includes extended contractual liability coverage insuring, among other things, the “hold harmless” agreements of Contractor running to HBF pursuant to this or any other agreement, the limits of such coverage to be the upper limit of the available insurance, in no event shall this be less than $1 million each occurrence, $2 million aggregate. HBF and Contractor intend and agree that the coverage obtained by the Contractor naming HBF as an additional insured as set forth herein shall apply on a primary and non-contributory basis. .
7. No Assignment: This Agreement shall not be assigned by either party without the prior written consent of the non-assigning party.
8. Survival: The covenants herein , by their nature are intended to survive termination or expiration hereof, shall survive any termination or expiration of this Agreement.
9. Governing Law; Severability: This Agreement will be construed and governed by the laws of the State of Colorado. Any provision of this Agreement which is invalid, illegal or unenforceable in any jurisdiction will, as to that jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability, without in any manner affecting the remaining provisions hereof in any jurisdiction or rendering that or any other provision of this Agreement invalid, illegal, or unenforceable in any other jurisdiction.