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TERMS AND CONDITIONS
<br />1. Payment. The making of final payment shall constitute a waiver of all claims by Customer known as of the date such payment is made, except
<br />for those claims specifically preserved in writing as surviving the final payment. CUSTOMER'S DAMAGES IN ANY CLAIM, ACTION OR SUIT AGAINST
<br />EPS SHALL NOT EXCEED THE CONTRACT SUM, AND IN NO EVENT SHALL EPS BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES RELATING
<br />TO THIS AGREEMENT OR THE PERFORMANCE OF THE WORK.
<br />2. Changes in the Work. Customer may, without invalidating this Agreement, request changes in the Work within the general scope of the
<br />contemplated project consisting of additions, deletions or other revisions to the Work. Such changes in the Work shall be accomplished by a
<br />written Change Order. The Contract Sum and the Plans and Specifications may be adjusted only by a written Change Order, and once signed by EPS
<br />and Customer constitutes a binding modification to this Agreement. Unless otherwise agreed by the parties, any increase in the Contract Sum
<br />associated with a Change Order shall be payable upon execution of the Change Order. Each change to the Plans and Specifications, or Contract
<br />Sum shall be deemed a separate Change Order.
<br />3. Concealed Conditions. Should unknown or concealed conditions differ materially from those understood to exist, ordinarily encountered, or
<br />generally recognized as inherent in the Work contemplated by EPS, then the Contract Sum shall be equitably adjusted by Change Order upon
<br />request by either party made in writing within thirty days after the first observance of the condition. If additional work is required to correct the
<br />concealed condition, Customer shall pay the additional costs involved.
<br />4. Indemnification. Customer shall indemnify and hold EPS harmless from and against claims, damages, losses and expenses arising out of or
<br />resulting from performance of the Work to the extent that such claims, damage, loss, or expenses are caused by the negligence or willful
<br />misconduct of Customer or anyone directly or indirectly employed by Customer or anyone for whose acts Customer may be liable.
<br />5. Miscellaneous Terms. Neither party shall assign its rights and obligations hereunder without the other's prior written consent, except that EPS
<br />may subcontract all or a portion of the Work without Customer's consent. The Agreement between the parties is intended to be interpreted and
<br />construed under and in accordance with the laws of the State of Minnesota. The bid and these Terms and Conditions express all agreements
<br />between the parties concerning the subject matter hereof and supersede all previous understandings relating hereto whether oral or written. EPS
<br />does not agree to any modification of these terms unless such modification is agreed to, in writing, by EPS's President or CEO. Whenever possible,
<br />each provision of these Terms and Conditions shall be interpreted to be effective and valid under applicable law, but, if any provision of these
<br />Terms and Conditions shall be held to be prohibited or invalid under such applicable law, such provision shall be ineffective only to the extent of
<br />such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of these Terms and Conditions. The
<br />parties hereto consent to the exclusive jurisdiction and venue of any such court and waive any argument that venue in such forums is not
<br />convenient. EPS shall be entitled to its attorneys' fees in any action required to enforce or interpret these Terms and Conditions including but not
<br />limited to actions resulting from the Customer's nonpayment. Customer hereby acknowledges receipt of all written notices required under Minn.
<br />Stat. 514.011, including the following notice:
<br />(a) Any person or company supplying labor or materials for this improvement to your property may file a lien against your property if that person
<br />or company is not paid for the contributions.
<br />(b) Under Minnesota law, you have the right to pay persons who supplied labor or materials for this improvement directly and deduct this amount
<br />from our contract price, or withhold the amounts due them from us until 120 days after completion of the improvement unless we give you a lien
<br />waiver signed by persons who supplied any labor or material for the improvement and who gave you timely notice.
<br />Bid Acceptance: The information contained in this bid and the attached documentation is binding upon acceptance of the bid. Acceptance of the
<br />bid may occur through signing below and returning this page to EPS, Inc., or emailing EPS, Inc. that you accept the bid. When accepting a bid, you
<br />agree to be bound by EPS, Inc.'s Terms and Conditions. If you accept the bid on behalf of a third-party/company you work for, you also represent
<br />and warrant you have authority to contractually bind the third-party/company. Any changes to an accepted bid will be charged as an extra. Bid
<br />and performance bonds are not included in this proposal unless explicitly noted.
<br />Proposal pricing is valid for 45 days from date on proposal.
<br />One Year "LIMITED" Warranty
<br />This warranty has specific limitations and is not an insurance policy.
<br />A. What does this Warranty cover? Electrical Production Services, Inc. (dba, EPS) offers a One -Year limited warranty on labor and materials
<br />supplied by EPS, except for lamps and light bulbs which are expressly excluded. EPS warrants that the labor and materials will be free from defects
<br />in material or workmanship, under normal use during the warranty period.
<br />B. What does this Warranty NOT cover? Acts of God/Nature, abuse, neglect or any damage the customer has a right to recover against another
<br />party (i.e. other workers, suppliers) or covered by homeowner's/company insurance.
<br />C. What we will do... Replace or repair the covered defective materials and workmanship.
<br />D. What must you do... Keep this warranty, your invoice and contract in a safe place. Call EPS at (800) 594-9165 for warranty service within twenty-
<br />four (24) hours of discovery of any warranted defect to notify EPS of the defect.
<br />E. Other Conditions
<br />1. EPS will not pay for any incidental or consequential damages, (for example, loss of refrigerated foods, living/working expenses, loss to other
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