TERMS AND CONDITIONS

A.  Machine Condition – Within reason, the machines and/or ancillary equipment are expected to be well maintained and in good working condition. The Client is required to disclose the condition of each machine prior acceptance of this document. If the machine and/or ancillary equipment are later deemed inadequately maintained and/or inoperable, IMS shall reserve the right to charge the Client for overages resulting from undisclosed information pertaining to the condition of the machine in accordance with section C. “Overages” of this document.

Prior to our arrival the machine must be free of tools, fixtures, parts, attachments, clamps, etc., or IMS shall reserve the right to charge the Client for overages resulting from noncompliance in accordance with section C. “Overages” of this document.

B.  Waste Management – The Client is responsible for providing NFPA/EPA compliant containers for solid and liquid waste removal and storage; moreover, the Client is responsible for all waste management, coordination, and disposal.

C.  Overages – IMS shall reserve the right to charge the Client for overages deemed outside the scope of this document at a rate of one-hundred twenty dollars ($120) per hour for labor, and the cost of materials plus a twenty percent (20%) markup for all materials and out-of-pocket expenses.

D.  Schedule – IMS will guarantee availability based on mutually agreed start and end dates, Monday through Friday, 7AM to 5PM PT. If the Client is unable to follow through with each start and end date and/or schedule as agreed, IMS shall reserve the right to reschedule services at a later date; the schedule will be based on the availability of IMS personnel.

E. Payment Terms – Upon acceptance of this document, the Client is required to submit a blanket purchase order for the total amount of the estimate.

A fifty percent (50%) down payment is required and due upon issuance of the purchase order. If the down payment is not received prior to the start date, IMS shall reserve the right to reschedule.

All payments to IMS shall be received and paid in full no later than thirty (30) days after the billing date of each invoice. If payments are received and paid in full within ten (10) days of the billing date of each invoice, IMS shall honor a two percent (2%) discount off the total amount of labor only. The two percent (2%) discount may be withdrawn at will and without notice. If payments are not received within the allotted ten (10) day period, the Client is required to pay the full amount of each invoice within thirty (30) days.

If payments are not received within the allotted thirty (30) day period, a one and one-half percent (1.5%) late fee shall be added to the invoice amount on the thirty-first (31st) day, and a new invoice, including late fees, will be submitted for payment. The late fee shall compound and accumulate every ten (10) days thereafter until the original invoice amount and all late fees are paid in full.

Charges outside the scope of this document, including but not limited to travel, mileage, tolls, freight, airfare, per diems, vehicle rentals, parking, additional personnel, parts, and any and all unforeseen expenses, shall be received and paid in full no later than thirty (30) days after the billing date of each invoice.

If payments are not received within the allotted thirty (30) day period for charges outside the scope of this document, a one and one-half percent (1.5%) late fee shall be added to the invoice amount on the thirty-first (31st) day, and a new invoice, including late fees, will be submitted for payment. The late fee shall compound and accumulate every ten (10) days thereafter until the original invoice amount and all late fees are paid in full.

After two (2) unsuccessful attempts to collect overdue invoices, i.e., a total of fifty (50) days from the original invoice date, IMS shall reserve the right to suspend all work until otherwise specified, and immediately proceed to collections through legal counsel.

F. Duration – Prior to acceptance of this document and unless otherwise specified herein, this document shall be valid for a period of thirty (30) days, and may be modified or withdrawn by IMS at any time prior to acceptance.

G. Travel – IMS shall charge the Client, per technician, for travel time portal-to-portal (roundtrip), and per mile, per vehicle, for overages deemed outside the scope of this document. Travel time charges are based on our most current travel rates, and our mileage rates are based on that of the most current U.S. General Services Administration (GSA) mileage rates posted at http://www.gsa.gov/portal/content/100715.

IMS shall charge the Client for any and all overnight accommodations in accordance with section E. “Payment Terms” of this document. Per Diems charges, i.e., lodging, meals, and incidental expenses, are based on the U.S. GSA per diem rates posted at http://www.gsa.gov/portal/content/104877.

H. Additional Personnel – There are task, from time-to-time, that require additional qualified technicians; therefore, IMS shall charge the Client for additional personnel at a reduced labor rate as required. The Client is required to comply with the payment terms stated in section E. “Payment Terms” of this document.

I. Information – The Client is responsible for providing all Original Equipment Manufacturers (OEM) documentation, procedures, software, tooling, and equipment to maintain, repair, and/or set up each machine; moreover, shall provide direct access to the OEM and/or dealer to obtain customer service support throughout the duration of services. If the Client is unable to provide the aforementioned information, IMS shall reserve the right to charge the Client for overages in accordance with section C. “Overages,” and/or cancel the agreement in accordance with section L. “Cancellation” of this document.

J. Equipment – The Client is responsible for providing all equipment, i.e., manlifts, forklifts, cranes, hoists, etc., required to successfully execute the agreement. If the Client is unable to provide the aforementioned equipment, IMS reserves the right to charge the Client for overages in accordance with section C. “Overages” of this document.

K. Change Orders – All additional requests for parts and/or extended labor including but not limited to the discovery of worn and/or damaged parts during installation shall be deemed outside the scope of this document. In the event of such requests/discoveries, IMS personnel will immediately ask the Client’s designated point of contact (POC) for approval to add additional funds to the account to cover all costs associated with the change order either verbally and/or electronically. Upon approval from the designated POC, IMS personnel will purchase the required parts and charge the Client for time and materials in accordance with section C. “Overages” of this document. The POC is responsible for informing his superiors and accounting department of the change order and associated costs. If the designated POC fails to notify the proper chain of command to secure additional funding, the Client shall remain responsible for any and all time and material charges in accordance with section C. “Overages” of this document.

L. Cancellation – If the project is suspended or cancelled for any reason by the Client, IMS shall reserve the right to bill the Client for accrued time and materials at a rate of one-hundred twenty dollars ($120) per hour for labor, and cost of materials plus a twenty percent (20%) markup of all materials and out-of-pocket expenses. The cancellation / final invoice shall be paid in full in accordance with section E. “Payment Terms” of this document.

IMS shall reserve the right to withdraw all liabilities, without notice and at will, if any of the following events occur:
1. Access to the work site is prohibited.
2. Correspondence from the Client ceases electronically, verbally, and/or in written form.
3. An unsafe work environment exists that may cause IMS personnel bodily harm, i.e., fire, exposure, electrical shock, etc.
4. Terms have not been met by the Client in accordance with sections A through K of this document.

M. Warranty – IMS shall honor a sixty (60) day warranty on labor only! Factory warranties apply for all components purchased by IMS. All OEM warranties and otherwise worn and/or damaged parts, not purchased by IMS, will not be covered under the labor warranty stated herein. If IMS receives a service request from the Client, under warranty conditions, and it is otherwise deemed non-warranty, IMS shall reserve the right to charge the Client for overages in accordance with section C. “Overages” of this document.

N. Liability – The Client is responsible for all preexisting worn and/or damaged parts pertaining to the machine and ancillary equipment; therefore, IMS shall not be held liable for any and all preexisting worn and/or damaged parts pertaining to the machine and ancillary equipment including, but not limited to mechanical and/or electrical failures that may result in material damage, loss of time/production and/or bodily harm.