Terms & Conditions
StormWaters LLC - Service Agreement Terms
1. Scope of Work
StormWaters LLC ("Contractor") shall furnish services as described in the estimate, invoice, or work order. Any additional or changed work must be authorized in writing ("Change Order") by both parties before performance or billing.
2. Warranty
Contractor warrants that workmanship and supplied materials shall be free from defects for one year, unless stated otherwise. This warranty excludes issues due to misuse, neglect, unauthorized alterations, or events outside Contractor's control (e.g., "acts of God"). Manufacturer's warranties and final customer invoice notes, if applicable, will take precedence.
3. Compliance with Utah Law
The Contractor and all services provided under this agreement must comply with all applicable federal, state, and local laws and regulations, including licensing, building codes, and permitting requirements in Utah.
4. Insurance & Liability
Contractor will maintain workers' compensation insurance, and general liability insurance as required by Utah law and DOPL standards. The Contractor shall indemnify, defend, and hold harmless the Customer for losses and claims arising from Contractor's negligence or wrongful acts—but not for the Customer's sole fault. Utah law limits enforcement of indemnity provisions that shift liability for the Customer's own negligence.
5. Limitations of Liability
Contractor is not liable for incidental or consequential damages (e.g., loss of use, revenue, or punitive damages) except as required by law. Customer's remedy for breach is limited to direct damages or warranty remedies.
6. Payment Terms
Payment is due as stated on the invoice or estimate. A late payment may incur interest per Utah's Prompt Payment Act if unpaid after 30 days and sent to collections.
7. Termination
Either party may terminate this agreement with reasonable notice. Upon termination, Customer is responsible for payment for all work properly performed prior to termination.
8. Standard of Care
Services will be performed according to standards expected of licensed professionals in similar circumstances. Contractor is liable for losses resulting from failure to meet this standard.
9. Confidentiality
All private information shared by either party must be kept confidential and not disclosed without written consent—both during the project and after completion.
10. Independent Contractor
Contractor performs services as an independent contractor, not as an employee or agent of the Customer, and is responsible for all taxes, insurance, and regulatory obligations.
11. Governing Law and Venue
This agreement is governed by the laws of Utah. Any disputes will be resolved in Utah courts, preferably in the county where the work took place.
12. Force Majeure
Neither party is liable for delays or non-performance due to circumstances beyond their reasonable control (e.g., severe weather, natural disasters, acts of God).
Summary Table
| Clause | Key Points |
|---|---|
| Scope & Change Orders | Work must match written agreement; written approval required for changes. |
| Warranty | 1-year workmanship guarantee; excludes misuse, aligns with manufacturer, and complies with final invoice note. |
| Legal Compliance | Must meet all Utah/local building, licensing, and safety codes. |
| Insurance & Indemnity | Necessary insurance maintained; indemnity limited by Utah law. |
| Liability Limits | Excludes incidental/consequential damages. |
| Payment | Due per invoice; late fees per Utah Prompt Payment Act. |
| Termination | Allowed with notice; payment for completed work still due. |
| Standard of Care | Must meet professional standards; liable for negligence. |
| Confidentiality | Sensitive information must remain private. |
| Contractor Status | Independent contractor relationship. |
| Governing Law | Utah law applies; local courts. |
| Force Majeure | Excuses performance under uncontrollable events. |
Last updated: 10/6/2025