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These terms and conditions govern the agreement formed by the Purchaser’s acceptance of an estimate provided by Frick Fabrication LLC. These terms are incorporated by reference into the estimate and have control over any inconsistent terms in an estimate or other acceptance. By accepting an estimate, placing an order with us, or agreeing and allowing us to perform any work, means that the Purchaser is accepting these Service Terms and Conditions and a legally binding Agreement incorporating these Service Terms and Conditions will be formed between Purchaser and Frick Fabrication LLC.

1. Definitions in these terms and conditions unless the contract otherwise requires –
   • “The Company”: Refers to 'Frick Fabrication LLC', encompassing all its agents, partners, employees, or affiliates involved in the execution of its business activities.
   • “The Purchaser/The Customer”: This term refers to the individual, firm, company, or organization to whom Frick Fabrication LLC submits an estimate or for whom the service is rendered. This includes any entity that engages in a contractual agreement with Frick Fabrication LLC for the provision of services or products as outlined in the estimate or service agreement.
   • “The Contract”: This term refers to the agreement between Frick Fabrication LLC and the Purchaser for the provision of materials, labor, and services, including fabrication, repair, or any other works. The specifics of these provisions are detailed in written forms, including but not limited to, paper, email communications or text messages. This contract embodies all agreed-upon aspects of the job, including scope, materials to be used, labor to be provided, timelines, payment terms, and any other relevant details pertaining to the services offered by Frick Fabrication LLC.

2. Estimate: An estimate provided by Frick Fabrication LLC constitutes an offer to sell or provide services, contingent upon the Service Terms and Conditions outlined in this document. These Terms and Conditions apply to all orders placed with the Company. Should any proposed stipulation by the Purchaser conflict with, or in any way alter these Terms and Conditions, it will be considered inapplicable unless expressly agreed to in writing by Frick Fabrication LLC prior to the commencement of work. This ensures all parties operate under a mutual understanding of the terms governing the services offered.

3. Estimate Validity Period: Estimates issued by Frick Fabrication LLC remain valid up to the expiration date specified therein. The Company reserves the right to withdraw an estimate at any time prior to its expiration, provided such withdrawal is communicated in writing. Once an estimate has expired, it is no longer valid, and any subsequent orders may be subject to adjustments in costs due to changes in labor, materials, or delivery prices.

4. Rise and Fall: The cost provided in an estimate is based on the current market prices for materials, labor rates, working hours, employment conditions, transportation, and statutory obligations as of the date the estimate is issued. Frick Fabrication LLC reserves the right to adjust the costs in the Purchaser’s account to reflect any changes in these factors, whether occurring before or after the acceptance of an order based on the estimate. These adjustments ensure that the pricing remains fair and reflective of current market conditions.

5. Labor: Frick Fabrication LLC will bill any labor exceeding the amount quoted in the estimate, along with all additional materials, travel, or services, at the company's standard hourly rate. If the project extends beyond the estimated time frame, Frick Fabrication LLC reserves the right to renegotiate the contract terms. This renegotiation may occur if there is 'project creep' or any deviation from the initially estimated start and completion timeframes. Renegotiation aims to ensure fair compensation for additional time and resources expended beyond the original estimate.

6. Services Upon acceptance by the Purchaser: Frick Fabrication LLC will undertake to perform the labor or other services as described in the estimate. Should the Purchaser request additional services not included in the initial estimate, these will incur extra charges. This provision ensures that all work performed is adequately compensated, even if it falls outside the scope of the original estimate.

7. Schedule: Frick Fabrication LLC is committed to completing services and making deliveries in accordance with the schedule outlined in the estimate or as mutually agreed upon in writing or through personal discussions. The delivery times provided in the estimate are based on the best available knowledge and ability of the Company. Completion is deemed achieved if goods have been dispatched or declared ready for dispatch. The Company permits combined or partial deliveries as necessary. In instances where unforeseen events beyond the control of either the Company or the Purchaser cause delays, the Company is entitled to a reasonable extension of the delivery time. Liability claims related to delays caused by such unforeseeable events are excluded. If such events present a permanent obstacle to fulfilling the contract that cannot be resolved at a reasonable cost, any claim related to the performance of the agreed services or delivery may be voided.

8. Commencement: Upon the Purchaser’s acceptance of an estimate, Frick Fabrication LLC will endeavor to efficiently deliver metal goods, supplies, and commence work promptly. The Company is not liable for any direct or consequential losses resulting from late delivery or delays in commencing work. The Purchaser acknowledges that certain factors beyond the Company's control, such as supplier delays, incorrect fulfillment, material availability, or adverse weather conditions, may impact timelines. The Company shall not be held responsible for delays arising from these uncontrollable factors.

9. Delivery: The delivery times provided are estimates and are contingent upon the Company's ability to procure necessary raw materials from standard supply sources. Frick Fabrication LLC reserves the right to cancel or postpone delivery due to unforeseen circumstances beyond its control, including but not limited to acts of God, adverse weather conditions, war, civil unrest, machinery breakdowns, labor disputes, transportation unavailability, or any other exceptional causes. The Company disclaims responsibility and liability for any losses, damage, or delays that may occur as a result of such cancellations or postponements.

10. Purchasers Obligations: The Purchaser agrees to –
    10.1 Equipment Provision and Compliance: The Purchaser, if providing any equipment (like hoists, cranes, scaffolding, staging, etc.) for the Company's use, must ensure it is in proper working condition and compliant with all applicable safety standards, regulations, and laws in the State of Missouri.
    10.2 Site Safety and Compliance: The Purchaser is responsible for ensuring that the work site and its operations comply with all relevant state statutes, regulations, rules, and safety standards in Missouri.
    10.3 Preparatory Work and Site Hazards: Prior to the commencement of work, the Purchaser is obligated to complete all necessary preparatory work at the site. This includes ensuring the absence of risks or safety hazards, particularly those related to electrical sources, which may pose a danger to the Company's personnel.
    10.4 Payment for Additional Charges: The Purchaser shall be responsible for reimbursing Frick Fabrication LLC for any additional costs that arise beyond the scope of the original estimate or invoice. This includes expenses incurred due to an excess of materials, labor, services, insurance fees, or any other applicable costs necessary to complete the work.
    10.5 Change Orders Agreement: Any changes to the scope of work, often referred to as Change Orders, must be formally agreed upon by both Frick Fabrication LLC and the Purchaser. This agreement should be documented in writing. Change Orders typically involve modifications to the original plan, which may affect the project's timeline, materials, labor, and overall cost. The Purchaser’s acceptance of any Change Order implies an agreement to the adjusted project scope and any associated cost implications.
    10.6 Warranty of Project Details: The Purchaser warrants the accuracy and completeness of all details and plans provided in the bill of quantities, as well as measurements indicated in any drawings, details, or plans supplied to Frick Fabrication LLC. This warranty ensures that the work undertaken by Frick Fabrication LLC is based on precise and correct information, and that any error or omission in these documents falls under the Purchaser's responsibility.
    10.7 Responsibility for Providing Relevant Information: It is the duty of the Purchaser to supply Frick Fabrication LLC with all relevant information necessary for the proper execution of the Company Services. This encompasses, but is not limited to, the complete design details, information from second or third-party consultants, architectural documents, clear identification of project priorities, comprehensive project timelines, budgets and costings, health and safety information, and any other specifics concerning the work site or scope of work. The Company’s ability to perform its services effectively depends on the accuracy and completeness of the information provided by the Purchaser.
    10.8 Compatibility of Instructions: The Purchaser must ensure that any instructions provided to Frick Fabrication LLC are compatible with the specifications of the services outlined in our proposal. It is imperative that these instructions do not conflict with or contradict the agreed-upon scope of work, methodologies, or outcomes as detailed in the proposal. This ensures that the services provided by the Company are executed efficiently and in accordance with the agreed-upon terms.
    10.9 Indemnification for Non-Compliance: If the Purchaser fails to comply with any of the responsibilities outlined in the preceding clauses (10.1 through 10.9), Frick Fabrication LLC shall not be held liable for any resulting liabilities, losses, or damages. The Purchaser agrees to indemnify and hold harmless Frick Fabrication LLC against all liabilities, losses, or damages of any nature arising from or as a result of a breach of any of these clauses.

11. Payment: All invoiced amounts are to be paid by the stated net day, if marked upon receipt, due upon job completion, or as agreed upon from estimate or otherwise in writing regarding job completion and are not subject to settlement discount or cash retention. Frick Fabrication LLC. reserves the right to change payment terms. If we accept credit/debit or check payment, payment shall not be deemed to have been made until encashment or until payment has been processed in full. Payment must adhere strictly to the stipulated terms. In the event of late payment, a monthly late fee of 2% of the overdue invoice amount will be applied. This late fee accrues monthly on the outstanding balance until full payment is received.

12. Advance Payment(s)/Progress Payment(s): Frick Fabrication LLC, in its discretion, may pre-invoice the Purchaser the estimated charges for any project if the estimated charges are $1,000 or greater in regard to a progress or advance payment.

13. Warranty: Frick Fabrication LLC warrants that all services, including those that are part of or incorporated into the work performed, will be executed in a workmanlike and professional manner. This adherence to quality will align with the generally accepted practices within the welding industry. This warranty is a commitment to uphold high standards of workmanship and professionalism in all services rendered. Frick Fabrication LLC’s warranty does not extend to any work completed by external contractors or subcontractors. The integrity of our craftsmanship warranty relies on the work being exclusively conducted by our qualified personnel. Any modification, retouching, resurfacing, alteration, or manipulation of the work performed by Frick Fabrication LLC by individuals outside the immediate line of our company employees will void this warranty. To maintain the validity of our warranty, it is imperative that no alterations are made to the fabrications or products created and provided by Frick Fabrication LLC. Any such interference jeopardizes the integrity of the work and removes our obligation under the warranty.

14. Limitation of Liability: IN NO EVENT WILL FRICK FABRICATION LLC. BE LIABLE TO PURCHASER FOR SPECIAL, EXEMPLARY, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS, REVENUES OR GOODWILL, ARISING OUT OF OR RELATING TO THE ESTIMATE OR THE WORK, WHETHER THE CLAIM IS BASED UPON CONTRACT, BREACH OF WARRANTY, TORT OR OTHER THEORY, EVEN IF FRICK FABRICATION LLC. IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FRICK FABRICATION LLC’S LIABILITY ARISING OUT OF OR RELATING TO THE ESTIMATE OR THE WORK WILL NOT EXCEED THE SUMS PAID BY THE PURCHASER TO FRICK FABRICATION LLC. UNDER APPLICABLE PROVIDED ESTIMATE OR INVOICE.

15. Risk and Title: The risk of accidental destruction or damage to the goods transfers to the Purchaser at the point of handover, delivery, or installation. From this point, Frick Fabrication LLC will not be held liable for any damage(s) caused by actions of the Purchaser, or any other external contractor, subcontractor, or third party. The Purchaser is obliged to handle and store the delivered goods with care, ensuring adequate protection and maintenance. Should any maintenance or inspection be necessary and conducted by parties other than Frick Fabrication LLC (such as another contractor or subcontractor), it must be done cautiously to avoid damaging the work completed by Frick Fabrication LLC. Responsibility for any damage resulting from carelessness or improper handling by external parties lies with the party causing the damage. Frick Fabrication LLC is not liable for any damage or costs incurred due to installation or handling of the Company’s fabrications or products by anyone other than Frick Fabrication LLC’s personnel. Upon receipt, the Purchaser must inspect the goods for any discrepancies in quality or quantity. The Purchaser must notify Frick Fabrication LLC in writing of any defects within one week of receiving the goods. Failure to provide timely notification will result in the exclusion of any right to warranty claims related to these defects. The Purchaser bears the full burden of proof for all claims concerning defects. This includes proving the existence of the defect, the time at which the defect was detected, and the timeliness of the defect notification.

16. Independent Contractor: Frick Fabrication LLC is an independent contractor of the Purchaser, and nothing in the estimate or these terms will be construed as creating a partnership, joint venture or relationship other than that of an independent contractor.

17. Taxes: The purchaser will be responsible for payment of all applicable federal, state and local taxes and assessments (including sales, use and similar taxes) levied on the transaction contemplated by the estimate and/or invoice. No tax exemption will be recognized unless a valid exemption certificate is provided.

18. Law: All contracts with the Company shall be construed and interpreted in accordance with the laws of the State or Territory in Missouri in which delivery of the goods and services takes effect.

19. Force Majeure: Frick Fabrication LLC. will not be responsible for any non-performance, delays or associated costs due to acts of God or government, civil commotion, military authority, war, riots, terrorism, strikes, fire, severe weather conditions, or other causes beyond its reasonable control.

20. Legal Fees: If either party brings an action or proceeding arising out of the estimate or these terms, or on account of any breach or default thereof, the prevailing party will be entitled to receive from the other party its reasonable attorneys’ fees, expert witness fees, investigation fees and other related fees, costs and expenses incurred in connection with the proceeding.

21. Indemnification: Purchaser agrees to indemnify, defend and hold harmless Frick Fabrication LLC. our independent contractors, affiliates, agents, officers, employees, partners, and suppliers from any liability, loss, claim, demand, and expense (including attorneys' fees) related to any work that the purchaser supplied or approved. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by the purchaser, in which Purchaser will fully cooperate with Frick Fabrication LLC.

22. Arbitration: Purchaser agrees that any dispute or controversy arising out of or relating to any interpretation, construction, performance, or breach of this agreement will be settled by arbitration to be held in Franklin County, Missouri in accordance with the rules then in effect of the American Arbitration Association. The arbitrator may grant injunctions or other relief in such dispute or controversy. The decision of the arbitrator shall be final, conclusive, and binding on the parties to the arbitration. Judgment may be entered on the arbitrator's decision in any court of competent jurisdiction. The person signing as Purchaser and Frick Fabrication LLC. will each pay one-half of the costs and expenses of such arbitration, and each will separately pay its respective counsel fees and expenses.

23. Severance: If one or more of the provisions of this Agreement is found to be unlawful, invalid or otherwise unenforceable, Purchaser is required to provide adequate proof or reasoning and that those provisions shall be deemed severed from the remainder of this Agreement. Otherwise, the remainder of this Agreement shall be valid and enforceable.

24. Entire Agreement: By signing an estimate or approving an estimate from Frick Fabrication LLC, Purchaser acknowledges they have carefully read, understand and fully agree to the Service Terms and Conditions. Any details not included in writing in this agreement are not binding upon either party. Should the details of this agreement be contested and result in arbitration or litigation, the prevailing party is entitled to recovery of all reasonable legal expenses. The person signing as Purchaser will be fully responsible for ensuring that full payment is made pursuant to the terms of this agreement. The laws of the state of Missouri will govern this agreement and the courts of Franklin County will have jurisdiction.
    Please read these terms and conditions carefully. By using our services, the Purchaser acknowledges that they understand, agree, and are bound by these terms.