1. Authority & Agreement

1.1. The individual signing on behalf of the Customer represents that they are duly authorized to enter into this Agreement and to bind the Customer to all obligations herein.

1.2. These Terms & Conditions, together with any proposal, estimate, or Scope of Work (“SOW”), constitute the entire agreement between the parties and supersede all prior written or verbal agreements. Conflicting terms in purchase orders or other Customer documents are expressly rejected unless agreed to in writing.

1.3  Unless stated otherwise, the services provided under this agreement shall be performed during A P Fire Protection LLC’s normal business hours. Normal Business hours are Monday through Friday, 7:00 A.M. to 4:00 P.M. excluding holidays.

2. Scope of Services

2.1. The Company will provide fire protection inspection, testing, maintenance, installation, or repair services as outlined in the SOW.

2.2. Services are intended to assist the Customer in reducing fire risk and complying with applicable codes, including NFPA standards, but are not allinclusive. Items not listed in the SOW are excluded.

2.3. The Company does not guarantee that services or equipment will prevent fire, smoke, water, or other damage. Customer retains all risk of loss.

2.4. Customer is responsible for ensuring full compliance with all codes and regulations beyond the specific services contracted.

2.5.  Unless otherwise specified, this agreement will commence on the date indicated for the term of year(s) and shall continue from year to year until terminated. Either party may terminate this agreement at any time by giving a thirty (30) day written notice to the other. The agreement price may be adjusted on its anniversary date based on mutual agreement, prevailing labor, and material cost.

2.6.  It is understood that the provisions of this agreement apply only to the system and equipment covered herein. Repair or replacement of non-maintainable parts of the system is not included under the agreement.

2.7.  This agreement assumes the system covered is in maintainable condition. If repairs are found necessary upon inspection, proposal for the repair will be submitted for approval.

3. Customer Responsibilities

3.1. Customer must provide safe, reasonable access to all equipment and areas requiring service. A P Fire Protection LLC is not responsible for removing, replacing, or refinishing any building structure necessary to access the equipment. As arranged with the Customer’s representative, A P Fire Protection LLC may activate and test all equipment necessary to perform the services described in this Agreement.

3.2. Customer must notify the Company of any system impairments, deficiencies, or hazards.

3.3. Customer is responsible for correcting deficiencies identified during service unless otherwise agreed in writing.

4. Pricing & Payment Terms

4.1. Prices are subject to change unless otherwise stated in writing. Customer will be invoiced at the rates in effect at the time of service.

4.2. Payment is due 30 days from invoice date unless otherwise agreed.

4.3. Pastdue balances accrue interest at 2% per month (24% annually) or the maximum allowed by law.

4.4. Taxes, permits, and fees are the responsibility of the Customer unless a valid exemption certificate is provided.

4.5. If emergency services are requested by the Customer and inspection does not reveal any defect for which A P Fire Protection LLC is liable under this agreement, the Customer will be charged at A P Fire Protection LLC prevailing rates.

5. Additional Equipment or Services

5.1. Any additional equipment, devices, or services requested or required after the date of estimate will be billed at prevailing rates.

5.2. Changes to the SOW must be documented and signed by both parties.  For services not covered by this agreement but performed by A P Fire Protection LLC upon the Customer's authorization, the Customer agrees to pay A P Fire Protection LLC upon presentation of itemized invoice(s) at A P Fire Protection LLC prevailing rate.

6. Insurance & Waiver of Subrogation

6.1. The Company is not an insurer. Customers must maintain adequate property and liability insurance.

6.2. Customer agrees to look solely to its insurer for recovery of any losses.

6.3. Customers waive all rights of subrogation against the Company for hazards covered by insurance.

7. Limitation of Liability

7.1. A P Fire Protection LLC shall not be liable for any loss, delay, injury, or damage that may be caused by circumstances beyond its control including, but not limited to; acts of God, war, civil commotion, act of government, fire, theft, corrosion, floods, lightning strikes, lockouts, differences with workmen, riots, explosions, quarantine restrictions, delays in transportation, shortage of vehicles fuel, labor or materials, or malicious mischief.  IN NO EVENT SHALL A P FIRE PROTECTION LLC BE LIABLE FOR BUSINESS INTERUPTION, LOSSES, OR CONSEQUENTIAL OR SPECLATIVE DAMAGES.

7.2.  A P Fire Protection LLC shall not be required to make replacements or repairs necessitated by reason of the Customer's personnel negligence, abuse, misuse, or by reason of any cause beyond its control except ordinary wear and tear.

7.3. Due to the nature of fire protection systems, it is impractical to determine actual damage arising from system failure or service performance.

7.4. The Company’s liability is limited to the lesser of:

• (a) the amount paid by Customer for the specific service, or
• (b) $1,000.

7.5. The Company is not liable for consequential, incidental, or special damages, including loss of property, business interruption, or personal injury.

7.6.  If the equipment or software included under this agreement is altered, modified, or changed by a party other than A P Fire Protection LLC this agreement shall be modified to incorporate such changes and the agreement price shall be adjusted accordingly.

8. Warranty

8.1. The Company warrants its workmanship for 365 days from the date of service.

8.2. Manufacturer warranties apply only to equipment supplied by the Company.

8.3. Warranty does not cover misuse, neglect, unauthorized repairs, or system conditions outside the Company’s control.

9. Code Compliance & Regulatory Notices

9.1. Customer acknowledges responsibility for compliance with all applicable fire codes, building codes, and NFPA standards not specifically included in the SOW.

9.2. Where required by state law (e.g., Arizona Registrar of Contractors), Customer is notified of its right to file complaints with the appropriate regulatory authority.

10. System Impairments

10.1. Customer must notify the Company immediately of any system impairment.

10.2. The Company may temporarily disable systems during service; Customer is responsible for implementing fire watch procedures if required.

11. Termination

11.1. Either party may terminate the Agreement with written notice if the other party materially breaches its obligations and fails to cure within 30 days.

11.2. Customers must pay for all services performed up to the termination date.

12. Governing Law

12.1. This Agreement is governed by the laws of the state in which services are performed.

12.2. Any disputes shall be resolved in the courts of that state.