ICON ROOFING, LLC

Licensed, Bonded & Insured ROC #333889 www.iconroofingaz.com

GENERAL TERMS AND CONDITIONS

The following Terms and Conditions apply to the various transactions between homeowners, property owners or any individual or entity  contracting for products or services, (individually, “Customer” and collectively, “Customers”) and Icon Roofing, LLC (“Icon”). Customers  agree to the following applicable Terms and Conditions by signing an estimate, accepting an Icon bid, or by allowing or requesting Icon to commence work on a project. Furthermore, Customers agree to the applicable Terms and Conditions when an Icon bid is incorporated  by reference into a subcontract. 

  1. Acceptance 

Icon conditions its acceptance of any Customer order or  agreement on Customer’s acceptance of these Terms and  Conditions, which Terms and Conditions supersede additional or  different terms contained in any Customer’s order, subcontract,  other document, or communication. Customer’s  acknowledgment of any Icon estimate, or acceptance of service is  conclusive evidence of Customer’s assent to these Terms and  Conditions. 

  1. Scope of Services 

The Services shall be project based depending on the Customer’s  individual tailored needs. Icon provides a range of services,  including but not limited to: 

  • New Roof Installation Services 
  • Roof Replacement Services – Tile, Shingle, Flat/Foam  Roofing 
  • Roof Repair Services – Tile, Shingle, Flat/Foam, and  Metal Roofs 

Unless otherwise stated in writing, the Customer assumes sole  responsibility for determining whether the nature of the work  ordered by the Customer is adequate and sufficient for the  Customer’s intended purpose. In performing its Services, Icon  shall be entitled to rely on the work of third parties, the  representation of Customer and the public record and shall be  under no obligation to verify any of the foregoing. The ordering of  additional services and/or materials from Icon beyond the Scope  of Services shall constitute acceptance of the terms of these  General Terms and Conditions as to such additional services  and/or materials. 

  1. Customer Types and Payment Terms 

Customer shall pay any and all deposits required upon the  acceptance of the Project. Customer acknowledges that Icon will  not proceed to order material or schedule to begin to perform  Services on a date prior to the payment of a deposit. Additional  payment terms shall be dependent on the type of Customer and  Services required. 

3.1. Single-Transaction Customer. Prior to scheduling any  service and before the commencement of the Project, an initial  deposit of 50% of the total Project amount is required. The  remaining 50% balance is to be due upon Project completion. 

3.2. Reoccurring Customer. For reoccurring customers,  including contractors who engage in ongoing or repeated  Projects, payment is due upon the completion of each Project. Full  payment is expected within three (3) days of Project completion.  To accommodate business needs or circumstances, these terms  can be extended to fifteen (15) or thirty (30) days of Project  completion only once a written request is delivered and approved  by Icon. 

  1. Change Orders 

Any change or adjustment to the Project by Customer following  Customer’s acceptance of the Project is subject to Icon’s  approval, price increases, installation dates changes and  manufacturing delays. 

  1. Default 

Customer is in default for invoices not paid within 30 days or in  accordance with the terms on the invoice. Icon charges 1.5% per  month for overdue amounts. In the event of default, Customer  further agrees to pay all service charges assessed against  Customer, plus all actual attorney fees and collection costs Icon incurs to enforce these Terms and Conditions or to collect money  from Customer. Customer agrees that time is of the essence. 

  1. Adequate Assurance 

If Customer’s financial responsibility or contract performance  becomes unsatisfactory to Icon at any time, Icon may suspend and  withhold further performance. Customer may lift and overcome  any suspension by posting with Icon within thirty (30) days  security in amount and kind satisfactory to Icon, and as agreed by  Icon. Customer is still obligated to pay for products previously  delivered or ordered and work performed up to the date of  suspension. 

  1. Dispute Negotiation  

7.1. Negotiation. Customer shall attempt in good faith to  promptly negotiate and resolve any dispute arising out of, or  relating to, these Terms and Conditions or any Agreement  between Customer and Icon.  

7.2. Lien Rights. This Dispute Negotiation clause shall not  preclude Icon from filing a mechanics lien or any other lien  appropriate under the law, or from commencing suit to foreclose  any lien, but the foreclosure suit shall be stayed until the final  resolution of any dispute, which shall be binding in the foreclosure  suit as to all matters determined in said resolution, and the lien  may then be foreclosed to the extent permitted by law. 

  1. Warranties 

The warranties available are dependent on the scope of services  performed. 

  • New Roof Installation Services: Dependent on the type  and manufacturer of roof that Customer purchases,  Icon does not warrant or guarantee the roof beyond  the respective manufacturer’s warranty or guarantee.  No warranties are provided for the labor required to  complete the Service. 
  • Roof Replacement Services: A five (5) year warranty  shall be offered that covers all aspects of the  replacement work, including protection against defects  in workmanship and materials.  

Roof Repair Services:

  • For repairs costing under $1,000.00, no  warranty shall be provided. Maintenance is  the responsibility of the Customer. 
  • For repairs that total $1,000.00 or greater, A  2-year warranty is available at the Icon’s discretion. No manufacturer warranty shall  

be included. 

Icon warrants that the Product or Services supplied under an  invoice or Agreement conform to the description on the invoice  or Agreement form. The foregoing warranty is Customer’s sole  warranty with respect to the Product and Services provided.  Except to the extent of the invoice or Agreement descriptions,  Icon disclaims all other warranties, whether express or implied,  including, but not limited to, implied warranties of  merchantability and fitness for a particular purpose. In no event  will Icon be liable for incidental or consequential damages,  whether based on breach of express or implied warranty, breach  of contract, negligence, strict liability, or any other legal theory.  

  1. Limitation of Liability 

9.1. IN NO EVENT SHALL ICON BE LIABLE TO CUSTOMER OR  TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE OR  PROFIT, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT,  EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER  ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING  NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH  DAMAGES WERE FORESEEABLE AND WHETHER OR NOT ICON  HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES,  AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR  OTHER REMEDY OF ITS ESSENTIAL PURPOSE. 

9.2. IN NO EVENT SHALL ICON’S AGGREGATE LIABILITY  ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER  ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT  (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE  AGGREGATE AMOUNTS PAID OR PAYABLE TO ICON PURSUANT  TO AGREEMENT PRECEDING THE EVENT GIVING RISE TO THE  CLAIM. 

  1. Permits and Approvals 

Customer acknowledges that all permits and approvals, including  those required by any Homeowners Association (“HOA”), are the  responsibility of Customer. Customer is required to notify their  HOA and obtain any necessary approvals before Icon will proceed  with the Project. Customer acknowledges that if Customer elects  not to obtain the necessary permits, that Customer is acting as  the owner/builder for the Project and acknowledges that the city,  county, or HOA may assess fines and/or require the Project to be  removed. Icon shall not be liable for any costs, fees, or fines in the  event of such action by the city, county, or HOA.  

  1. Integration 

Bid, quote, estimate forms, invoices, additional scope of work  agreements, subcontract agreements, these Terms and  Conditions, any attachments, schedules, addenda, or exhibits,  and all documents incorporated by reference are one agreement  and form the entire agreement between Icon and Customer. The  entire agreement supersedes any prior representations, whether  oral or written, and all other communications between Icon and  Customer. 

  1. Modification 

These Terms and Conditions may not be added to, modified,  superseded, or otherwise altered, except by a written instrument  signed by an authorized representative of Icon that explicitly  states, “This Agreement modifies Icon’s Terms and Conditions.” 

  1. Indemnification 

Customer agrees to save and hold Icon harmless from any claims,  demands, liabilities, costs, expenses or judgments arising in whole  or in part, directly or indirectly, out of the negligence or lack of  care by Customer or Customer’s customers, agents, employees,  or invitees involving the use of any Product or Services supplied  by Icon. This indemnification shall include all costs, attorney fees,  and other expenses paid or incurred by or imposed upon Icon in  connection with the defense of any indemnity claim. 

  1. Governing Law and Jurisdiction 

Arizona law governs these Terms and Conditions regardless of  conflict of law rules, except where specifically stated otherwise. Customer agrees that in the event of litigation, jurisdiction and  venue is proper in Maricopa County Superior Court or the United  States District Court for the District of Arizona. Customer further  agrees that in the event of a dispute, the prevailing party is  entitled to its attorneys’ fees and recoverable costs. 

  1. Severability 

If a court, mediator, or arbitrator holds a provision of these Terms  and Conditions to be unenforceable, all other provisions remain  in full force. 

  1. Bids and Quotes 

Icon’s Agreement prices are valid for thirty (30) days from the  date on the Agreement, unless specified as less on the  Agreement. Icon’s Agreements are not offers unless signed and  accepted by Customer, and estimates are subject to stock on hand  and prior sale. Icon estimators arrive at the quantity of  Product/scope of Services on the estimate using their best ability.  However, Icon cannot guarantee that the estimated  quantities/scope of work will satisfy Customer’s requirements.  Icon does not assume liability for clerical errors. Icon’s submission  of an Agreement does not constitute acceptance of any  Customer’s subcontract agreement/terms. Furthermore, Icon’s  Agreements are subject to these Terms and Conditions or  mutually agreeable terms with Customer. If not previously signed  and accepted, by instructing Icon to commence work or  preparation for work, Customer accepts Icon’s Agreement and  these Terms and Conditions. In the event of any conflict between  the scope of the Agreement and any other document, the  Agreement scope shall govern. 

  1. Scheduling 

Customer must notify Icon of changes in the project schedule at  least seven (7) days in advance. Icon is not bound by modifications  to the project schedule that occur as of the result of forces outside  of Icon’s control. Icon may make reasonable adjustments to crews  and deliveries to meet project schedules. 

  1. Proper Install Conditions 

Typically, Icon inspects conditions before installing  Product/rendering Service. Customer shall provide adequate  Install Conditions. Icon is not liable for any damages for poor  Install Conditions or for improper installation when Customer  neglects to provide adequate Install Conditions.