Terms & Conditions
These Terms and Conditions (“Terms”) govern all labor, services, and materials provided by Arizona Electrical Experts LLC, an Arizona limited liability company (“Contractor” or “AEE”), to the customer identified in the accompanying proposal, estimate, work order, or contract (“Customer”). The proposal/estimate/work order and these Terms are collectively the “Agreement.”
1. DEFINITIONS AND CONTRACT DOCUMENTS
1.1. Work. “Work” means the electrical and related labor, services, and materials described in Contractor’s proposal, estimate, work order, or other written scope accepted by Customer.
1.2. Documents. The Agreement consists of: (a) the written proposal, estimate, work order, or change order(s) issued by Contractor and accepted by Customer; and (b) these Terms. If there is a conflict, the specific written proposal or change order controls over these Terms, but only to the extent of the conflict.
1.3. Parties. “Contractor” or “AEE” means Arizona Electrical Experts LLC. “Customer” means the person or entity identified in the accompanying proposal, estimate, or work order.
2. SCOPE, STANDARDS, AND UNFORESEEN CONDITIONS
2.1. Scope of Work. Contractor shall perform the Work described in the Agreement. Items not specifically listed are excluded.
2.2. Codes and Standards. Contractor will perform the Work in a workmanlike manner and, where applicable, in accordance with the version of the National Electrical Code (NEC) and any local amendments in effect at the time the permit is issued or the Work is performed, together with applicable laws and regulations.
2.3. Unforeseen Conditions. All pricing and scheduling are based on visible or reasonably discoverable conditions at the time of Contractor’s inspection and/or proposal. Concealed, latent, hazardous, or otherwise unforeseen conditions (including, without limitation, hidden structural issues, defective existing wiring, unknown utilities, or pre-existing code violations) may require additional Work and cost and shall be treated as changes under Section 8.
3. CUSTOMER RESPONSIBILITIES AND SITE CONDITIONS
3.1. Access and Safety. Customer shall provide Contractor with safe, legal, and unobstructed access to the project site during normal working hours and as otherwise reasonably required. Customer is responsible for maintaining a safe site and for compliance with all applicable safety rules under Customer’s control.
3.2. Temporary Utilities and Facilities. Unless expressly included in the Agreement, Customer is responsible for: (a) providing temporary power, lighting, and sanitary facilities; and (b) any necessary site security or fencing.
3.3. Permits and Inspections. If the Agreement states that “permits by Contractor,” Contractor will obtain required electrical permits and schedule required inspections, and Customer shall reimburse Contractor for all fees and related costs. If the Agreement states “permits by Owner/Customer,” Customer is responsible for obtaining permits and inspections, and Contractor may rely upon Customer’s compliance.
3.4. Other Trades and Site Preparation. Unless specifically included in the Work, Customer is responsible for all other trades and site preparation, including but not limited to: excavation, grading, trenching, concrete, framing, drywall, roofing, engineering, and architectural services.
3.5. Customer-Supplied Devices. Unless expressly stated otherwise, Customer shall supply all light fixtures, lamps, fans, decorative devices, appliances, and other owner-furnished equipment (“OFE”). Contractor is not responsible for supplying decorative plates, custom trim, specialty finishes, or customized items unless specifically identified in the Agreement.
4. UNDERGROUND UTILITIES AND EXCAVATION
4.1. Public Utility Locates. Contractor will request public utility locates (e.g., 811) as required by law for public utilities. Contractor is entitled to rely on information provided by public utilities and is not responsible for errors in such information.
4.2. Private Utilities and Obstructions. Customer is solely responsible for locating, identifying, and marking all private utilities and underground obstructions, including but not limited to private electrical lines, sprinkler systems, septic systems, low-voltage wiring, and communication lines.
4.3. Damage to Unmarked or Mis-Marked Utilities. Contractor is not responsible for damage to utilities or underground obstructions that are: (a) not properly marked; (b) inaccurately marked; or (c) concealed or not reasonably discoverable. Any repairs, relocation, or related costs shall be treated as additional Work and billed to Customer.
4.4. Subsurface Conditions. Pricing assumes normal soil conditions and machine excavation where applicable. If Contractor encounters rock, groundwater, contaminated soil, or other difficult subsurface conditions, or hand-digging is required beyond what was reasonably anticipated, such conditions shall be treated as changes and billed as additional Work.
5. HAZARDOUS MATERIALS
5.1. No Responsibility for Hazardous Materials. Unless expressly stated, Contractor has no responsibility to test for, identify, handle, abate, or remediate hazardous materials, including but not limited to asbestos, lead-based paint, mold, or other toxic substances.
5.2. Discovery of Hazardous Materials. If Contractor encounters or reasonably suspects hazardous materials, Contractor may suspend Work in the affected area and notify Customer. Customer shall, at Customer’s expense, arrange for testing, remediation, and clearance.
5.3. Costs and Delays. Any delay, additional protective measures, or remobilization resulting from hazardous materials shall entitle Contractor to an equitable adjustment to the contract price and schedule.
6. PRICING METHODS
6.1. Time and Material.
6.1.1. Final cost shall be determined by totaling: (i) all labor hours; and (ii) all materials and equipment supplied by Contractor.
6.1.2. Labor time is billed in quarter-hour (15-minute) increments, rounded up to the next increment.
6.1.3. Labor time is measured from dispatch from Contractor’s shop or prior job to arrival at the project location, through completion and demobilization. Billable travel time shall not exceed the travel time from Contractor’s shop to the project location.
6.1.4. Materials are billed at Contractor’s then-current rates, which may include reasonable mark-ups for procurement, handling, and overhead.
6.2. Estimates.
(a) An “estimate” is Contractor’s good-faith approximation of the anticipated cost of the Work based on information available at the time.
(b) Unless specifically identified as a fixed-price Proposal under Section 6.3, Work ordered under an estimate is ultimately billed on a Time and Material basis.
(c) “Estimate” means an approximate judgment or opinion regarding value, amount, or cost; not a guaranteed price.
6.3. Proposals (Fixed Price).
(a) A “Proposal” is a fixed price for the specific Work items expressly listed in Contractor’s written proposal.
(b) Only those items expressly described in the Proposal are included.
(c) Any additions, omissions, or changes to the Work, and any costs resulting from unforeseen or differing conditions, shall be treated as changes and may increase the contract price per Section 8.
7. PAYMENT TERMS, DEPOSITS, AND PROGRESS BILLING
7.1. Payment Obligation. Customer agrees to pay Contractor in accordance with the pricing method and payment schedule set forth in the Agreement.
7.2. Deposits. Contractor may require a deposit or mobilization payment, as stated in the Agreement, which may cover special-order materials, scheduling, and mobilization. To the extent allowed by law, a portion of any deposit may be non-refundable if Customer cancels after materials are ordered or crews scheduled.
7.3. Invoicing and Due Date. Unless otherwise specified, Contractor may invoice upon any of the following: (a) substantial completion of the Work; (b) substantial completion of a defined phase; or (c) when Contractor is ready, willing, and able to perform but is prevented from proceeding by circumstances beyond Contractor’s control (including delays caused by Customer, other trades, or inspection/permitting). All invoices are due and payable within ten (10) days of the invoice date, without demand.
7.4. Late Charges. Any unpaid balance not received when due shall accrue interest at 1.5% per thirty (30) days (18% per annum), or the maximum rate allowed by law, whichever is less, until paid in full.
7.5. Progress Payments. Contractor may, in addition to any schedule in the Agreement, request reasonable progress payments for Work performed and materials furnished. For Time and Material Work, Contractor will provide a summary invoice (and more detailed backup upon reasonable request). For fixed price Proposals, cumulative progress billings shall not exceed the contract price except as adjusted by approved changes.
7.6. Storage, Idle Time, and Remobilization. If scheduling or access delays attributable to Customer or other trades require Contractor to store materials, keep crews idle, or remobilize, Contractor may charge: (a) reasonable storage and handling charges (which may include up to 1.5% per month of the value of stored materials); and (b) additional labor and equipment costs for demobilization/remobilization.
7.7. Mechanic’s Lien Rights. Contractor retains all rights available under Arizona law to secure payment, including recording mechanic’s or materialmen’s liens and pursuing foreclosure or collection.
8. CHANGES, EXTRAS, AND DELAYS CAUSED BY OTHERS
8.1. Changes in Scope. Any change in the Work requested by Customer or required due to differing conditions, code requirements, plan revisions, or corrections to existing conditions shall be treated as a change in scope.
8.2. Authorization of Changes. Changes shall be authorized either:
(a) in writing (including email) as a change order describing the additional Work and price; or
(b) by Customer’s oral direction followed by Contractor’s written confirmation, where Customer permits Contractor to proceed.
8.3. Pricing of Changes. Unless otherwise agreed in writing, changes will be billed on a Time and Material basis at Contractor’s then-current rates.
8.4. Delays by Others. If Contractor is delayed or disrupted by Customer, other contractors, inspectors, utilities, or events beyond Contractor’s control, Contractor shall be entitled to: (a) an extension of time; and (b) compensation for additional costs, including but not limited to standby time, remobilization, and schedule impacts.
9. SCHEDULING, ACCESS, AND FORCE MAJEURE
9.1. Scheduling. Any start or completion dates provided by Contractor are estimates only and subject to adjustment based on permitting, inspections, availability of materials, labor, and coordination with other trades.
9.2. Force Majeure. Contractor shall not be liable for any delay or failure in performance due to events beyond its reasonable control, including but not limited to strikes, labor disputes, accidents, material or equipment shortages, transportation delays, pandemics, weather, acts of God, governmental actions, war, terrorism, or acts or omissions of Customer or other contractors. In such cases, schedule and price shall be adjusted as reasonably necessary.
9.3. Off-Hours Work. Contractor’s standard business hours are as stated in the Agreement (if not stated, 7:00 a.m. to 4:00 p.m., Monday through Friday, excluding holidays). Work performed outside these hours, including requested after-hours or emergency service and any warranty work requested outside standard hours, may be billed at premium rates.
10. SUBCONTRACTORS
10.1. Use of Subcontractors. Contractor may use qualified subcontractors to perform portions of the Work.
10.2. Payment of Subcontractors. Contractor shall be solely responsible for compensating its subcontractors from amounts received from Customer. Customer has no obligation to pay subcontractors directly unless required by law or agreed in writing.
11. MATERIALS, TITLE, RISK OF LOSS, AND DRAWINGS
11.1. Responsibility for Materials. Unless the Agreement states otherwise, Contractor will furnish all materials, supplies, and equipment necessary to complete the Work.
11.2. Title and Security Interest. Contractor retains title and a security interest in all materials and equipment furnished by Contractor until Contractor has received full payment of all amounts due under the Agreement. Until such time, Customer holds such materials as bailee for Contractor and shall not transfer or encumber them except as part of the project.
11.3. Risk of Loss and Care of Materials. Once materials are delivered to or installed on the project site, and the site is under Customer’s control, Customer bears the risk of loss or damage (including theft and vandalism) not caused by Contractor’s negligence. Any such loss or damage will be added to the contract price as additional Work.
11.4. Right to Remove. Subject to applicable law and third-party rights, if Customer fails to pay when due, Contractor may, upon reasonable notice and during normal hours, enter the site to remove materials and equipment supplied by Contractor, provided such removal can be accomplished without violating law or materially damaging other work.
11.5. Drawings, Designs, and Intellectual Property. Any drawings, designs, layouts, or technical documents prepared by Contractor are Contractor’s property and may be
used by Customer only for the purposes of the project and solely in connection with Contractor’s performance of the Work. Customer shall not use such documents for other projects or permit other contractors to use them without Contractor’s written consent.
12. WARRANTY, MANUFACTURER WARRANTIES, NOTICE, AND CUSTOMER MODIFICATIONS
12.1. Workmanship Warranty. Contractor warrants that its Work will be free from defects in workmanship for a period of one (1) year from the date of substantial completion of the Work (“Warranty Period”), or such longer period as may be required by applicable law.
12.2. Exclusive Remedy. Contractor’s sole obligation and Customer’s exclusive remedy under this workmanship warranty is, at Contractor’s option, to repair or replace defective workmanship during the Warranty Period.
12.3. Exclusions. This workmanship warranty does not cover:
(a) normal wear and tear;
(b) damage or failure due to misuse, abuse, neglect, lack of maintenance, or accidents;
(c) damage caused by others (including other contractors or trades);
(d) damage arising from acts of God, power surges, lightning, flooding, or other external forces;
(e) defects in Customer-supplied materials, equipment, or OFE; or
(f) damage caused by Customer’s failure to follow Contractor’s or manufacturer’s instructions.
12.4. Manufacturer Warranties. Contractor does not warrant any products, fixtures, equipment, or materials manufactured by others. Any manufacturer’s warranty is solely between Customer and the manufacturer. Contractor may, in its discretion, assist Customer in submitting warranty claims, but is not responsible if a manufacturer denies or fails to honor a warranty.
12.5. Notice and Opportunity to Cure. Customer must provide Contractor with prompt written notice of any claimed defect or warranty issue, and in all events: (a) within thirty (30) days after Customer discovers or reasonably should have discovered the issue; and (b) before the expiration of the Warranty Period. Contractor must be given a reasonable opportunity to inspect, test, and cure any alleged defect. If Customer fails to give timely notice or denies Contractor the opportunity to cure, the warranty is waived as to that claim.
12.6. Customer Modifications and Third-Party Work. Any modification, repair, or alteration to Contractor’s Work by Customer or by third parties (other than Contractor’s subcontractors) without Contractor’s prior written consent may void the workmanship warranty as to the affected portion. Contractor is not responsible for the performance of any work or materials installed by others.
12.7. Warranty Disclaimer.
EXCEPT FOR THE EXPRESS WARRANTY SET FORTH IN THIS SECTION, CONTRACTOR MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ALL OF WHICH ARE DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW.
13. LIMITATION OF LIABILITY
To the fullest extent permitted by law, Contractor shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including but not limited to loss of use, loss of profits, loss of business, loss of value, or downtime costs, arising out of or relating to the Work or this Agreement, even if advised of the possibility of such damages. Contractor’s total aggregate liability arising out of or relating to this Agreement shall not exceed the total amount actually paid by Customer to Contractor for the specific portion of the Work giving rise to the claim.
14. UNSAFE CONDITIONS AND CODE VIOLATIONS
14.1. Right to Refuse or Suspend Work. If Contractor determines in its reasonable judgment that conditions at the site are unsafe, violate code, or present imminent risk of injury or property damage, Contractor may refuse to commence Work or may suspend Work until such conditions are corrected.
14.2. Minimum Corrective Work. Where required by applicable law, utility rules, or safety standards, Contractor may perform minimum corrective work necessary to make an electrical system safe or code-compliant, and Customer shall pay for such work on a Time and Material basis.
14.3. De-Energizing Unsafe Systems. Contractor may de-energize or isolate circuits that Contractor determines to be unsafe and shall notify Customer. If Customer declines corrective work, Contractor may terminate the Agreement as to the affected Work without liability.
15. CLEAN-UP
Upon substantial completion of the Work, Contractor will remove its tools, equipment, and excess materials and will leave the immediate work area in a “broom clean” condition. Contractor is not responsible for deep cleaning, janitorial services, or restoration beyond broom clean unless specifically included in the Agreement.
16. INSURANCE
Contractor shall maintain, at a minimum, general liability insurance with limits of at least $500,000 per occurrence (or such other limit as stated in the Agreement), and such workers’
compensation insurance as required by law for its employees. Evidence of insurance will be provided upon reasonable request.
17. DEFAULT, SUSPENSION, COLLECTION, ATTORNEYS’ FEES, AND LIENS
17.1. Customer Default. Customer is in default if Customer: (a) fails to pay any amount when due; (b) fails to provide required access or cooperation; or (c) otherwise materially breaches this Agreement.
17.2. Suspension and Termination. In the event of default, Contractor may, upon notice, suspend Work until the default is cured, and/or terminate the Agreement as to some or all of the Work. Any costs or delays arising from suspension or termination due to Customer’s default are Customer’s responsibility.
17.3. Collection and Enforcement Costs. Customer shall be responsible for all reasonable costs incurred by Contractor to collect past due amounts or enforce this Agreement, including but not limited to attorneys’ fees, court costs, collection agency fees, lien filing and foreclosure costs, and expert fees.
17.4. Lien Rights. Contractor reserves all rights to record and enforce mechanic’s or materialmen’s liens and other security interests under applicable law.
18. TERMINATION
18.1. Termination by Customer for Convenience. Customer may request to terminate the Agreement for convenience by written notice. Contractor is not obligated to agree; however, if Contractor consents, Customer shall immediately pay Contractor for: (a) all Work performed and materials furnished to date; (b) any non-cancellable or special-order materials (including restocking or cancellation fees); and (c) reasonable overhead and profit on unperformed Work or such other settlement amount as the parties may agree in writing.
18.2. Termination by Contractor. Contractor may terminate the Agreement for Customer’s default or as otherwise permitted by law, after written notice and a reasonable opportunity to cure if cure is feasible. Upon termination, Customer shall pay all amounts then due, including costs described in Section 18.1.
19. PRICING CHANGES AND ESCALATION
19.1. Pricing Subject to Change. Contractor’s standard pricing, rates, and material costs are subject to change without notice for future work.
19.2. Grandfathered Proposals. If Contractor changes its standard pricing, any Proposal accepted in writing by Customer within twenty (20) days prior to the effective date of such change shall be honored at the earlier price for the specific Work described in that Proposal.
19.3. Extended Projects and Escalation. For projects that: (a) extend beyond ninety (90) days from the date of acceptance of the Proposal; or (b) are delayed beyond Contractor’s control, Contractor may adjust the contract price to reflect documented increases in labor
rates or major material costs (including, without limitation, copper, conduit, switchgear, panels, and fixtures). Contractor will provide reasonable documentation of such increases upon request.
19.4. Additional or Future Work. Any additional Work ordered, or future projects requested by Customer, are subject to Contractor’s pricing in effect at the time such additional or future Work is authorized.
20. MISCELLANEOUS
20.1. Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
20.2. Governing Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona, without regard to its conflicts of law rules. Any legal action arising out of or relating to this Agreement shall be brought in the state or federal courts located in Arizona, and Customer consents to the jurisdiction and venue of such courts.
20.3. Indemnity. To the fullest extent permitted by law, Customer shall indemnify, defend, and hold harmless Contractor from and against claims, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or resulting from: (a) Customer’s negligence or willful misconduct; (b) Customer’s misuse, alteration, or unauthorized repair of the Work; or (c) conditions under Customer’s control, except to the extent caused by Contractor’s sole negligence or willful misconduct.
20.4. Entire Agreement. The Agreement constitutes the entire agreement between Contractor and Customer regarding the Work and supersedes all prior or contemporaneous oral or written agreements or discussions.
20.5. Amendments. Any modification or amendment to this Agreement must be in writing and signed or otherwise expressly accepted by Contractor.
20.6. No Third-Party Beneficiaries. This Agreement is for the benefit of the parties and their permitted successors and assigns and not for any other person or entity.