Scope of Work

The scope of work for each project undertaken by Texas Industrial Infrastructure Services, LLC ("the Company") shall be detailed in the project estimate provided to the Client.

Governing Law and Venue

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware. Any legal or other action arising out of or in any way related to the Company or this Agreement shall lie exclusively in the courts of the State of Texas.

Payment Terms

Payment for services rendered shall be due within 30 days of the invoice date. Invoices will be issued upon completion of agreed milestones or phases of the project as detailed in the project estimate.

Change Orders

The process for handling changes to the original agreement shall involve the Client emailing the needed changes to the Company. Any change orders will include adjustments to both the project timeline and costs. The Company reserves the right to approve or deny any change orders based on feasibility and impact on the ongoing project.

Liability

The Company shall be liable for any damages or losses directly resulting from its negligence or failure to perform as per the agreed terms. However, the Company shall not be liable for any indirect, incidental, or consequential damages arising from or related to the project. The Company’s total liability for any claims arising out of or related to this Agreement, whether in contract, tort or otherwise, shall not exceed the total amount paid by the Client to the Company under this Agreement.

Dispute Resolution

Any disputes arising out of or related to this Agreement shall be resolved through the following phased process:

1. Negotiation: Both parties shall first attempt to resolve the conflict through direct negotiation.
2. Non-binding Mediation: If negotiation fails, the parties shall engage in non-binding mediation with a neutral third party. Any agreement reached during mediation can be enforced.
3. Binding Arbitration: If mediation fails, the dispute shall be resolved by binding arbitration, in accordance with the rules of the American Arbitration Association. Arbitration shall take place in Texas, and the arbitrator's decision shall be final and binding on all parties.

Termination Clause

This Agreement may be terminated by either party upon written notice under the following conditions:

1. Failure to meet agreed deadlines or milestones
2. Breach of any terms outlined in this Agreement
3. Mutual consent of both parties
4. Force majeure events

Warranties

The Company warrants that all workmanship and materials provided will be of high quality and in accordance with industry standards. Any defects or issues arising from poor workmanship or substandard materials shall be rectified by the Company at no additional cost to the Client.

Legal Compliance

The Company shall comply with all applicable local, state, and federal laws and regulations concerning the execution of the project. This includes obtaining necessary permits, licenses, and adhering to safety standards. The Client shall be responsible for ensuring the project site complies with local zoning and environmental regulations.