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GENERAL TERMS AND CONDITIONS
<br />This Agreement (the “Agreement”), between Icon Boiler Inc.(“Icon”) and the Customer (“Customer”), individually referred to as a “Party” and
<br />collectively referred to as the “Parties,” is made on these terms and conditions. This Agreement shall not include any additional or
<br />conflicting terms and conditions that may be contained in the Customer’s purchase order or other form, all of which additional or conflicting
<br />terms and conditions are hereby rejected by Icon. If there is a conflict in the terms and conditions of this Agreement and another
<br />agreement, the terms and conditions of this Agreement shall control. Further, the Customer acknowledges and agrees that any purchase
<br />order issued by the Customer, in accordance with this Agreement, will only establish payment authority for the Customer’s internal
<br />accounting purposes. Any such purchase order will not be considered a counteroffer, amendment, modification, or other revision to the
<br />terms and conditions of this Agreement. No waiver, alteration or modification of this Agreement shall be valid, unless made in writing and
<br />signed by an authorized representative of Icon.
<br />1. Acceptance and Prices
<br />This Agreement is subject to acceptance by the Customer within thirty (30) days from the date of the proposal. If acceptance of this
<br />Agreement is delayed or modified, prices are subject to adjustment.
<br />2. Payment
<br />Terms of payment are subject at all times to prior approval by Icon’s financial department, and payment is due thirty (30) days from the date
<br />of the invoice. Icon reserves the right to add interest at a rate of 1½% per month, or the highest rate allowable by law, to any delinquent
<br />account balances after ten (10) days. If Customer has not made a payment on time, Icon may at its option, and upon five days written
<br />notice to Customer, suspend or terminate service until all overdue payments are made.
<br />In the event of default in payment, the Customer agrees to pay all costs of collection incurred by Icon, including but not limited to, collection
<br />agency fees, reasonable attorney’s fees and court costs.
<br />If the Customer terminates this Agreement prior to the end of the term, the contract amount will be pro-rated based on services completed.
<br />Any payments will become due and payable at that time.
<br />3. Scope of Agreement; Exclusions
<br />Any services, including inspections, repairs or maintenance, not expressly included in this Agreement, are expressly excluded. Exclusions
<br />include but are not limited to:
<br />a. Repairs or service required as a result of problems caused by the Utility Service needed for operation of the equipment or any
<br />failure, mis-adjustment or design deficiencies in other equipment or systems not specifically included in this Agreement.
<br />b. Repairs or service required as a result of recommendations, regulations or other requirements of insurance companies, Federal,
<br />State, Municipal or other government agencies or bodies or other similar authorities.
<br />c. The inspection, maintenance, repair or replacement of non-maintainable components, e.g.: castings, heat exchanger shells, duct
<br />work, boiler shell and tubes, cabinets, boiler refractory material, main power service and electrical wiring, piping, tube bundles, valve
<br />bodies, coils, structural supports, oil storage tanks and similar items.
<br />d. The inspection, maintenance, repair or replacement of motor starting equipment and interconnecting power wiring, unless
<br />specifically included as part of the equipment.
<br />e. Structural alterations to the premises where the equipment is installed as necessary for the performance of Icon’s obligations
<br />under this Agreement.
<br />f. The performance of services outside of normal business hours 7:30am – 4:30pm (unless otherwise expressly provided).
<br />g. LEGIONELLA EXLUSION: LEGIONELLA CAN BE PRESENT IN ANY WATER TREATMENT SYSTEM EVEN WITH
<br />REGULARLY SCHEDULED TESTING. WHILE LEGIONELLA IS CONTROLLABLE WITH REGULARLY SCHEDULED TESTING AND A
<br />PROPERLY MAINTAINED BIOCIDE PROGRAM; IN NO EVENT SHALL ICONBE LIABLE FOR LEGIONELLA BEING PRESENT IN THE
<br />TREATED COOLING TOWERS.
<br />4. Icon Responsibilities
<br />a. Icon shall carry out its obligations with reasonable promptness and in a workmanlike manner, in accordance with industry
<br />standards generally applicable in this area.
<br />b. Icon may decline to provide any services under this Agreement made necessary by Customer's failure to comply with its
<br />obligations under section 5.
<br />c. Icon may decline to work on any systems where Customer has permitted untrained personnel to perform services and
<br />adjustments on the systems.
<br />d. Icon may decline to work on any systems where safety systems have been altered or bypassed.
<br />e. Icon may decline to work on any systems where fuel oil ‘pooling’, gas odors, exposed piping, suspected asbestos or other safety
<br />hazards exist.
<br />f. If Icon’s technicians are required to handle refrigerants, they shall be certified to handle such refrigerants in accordance with the
<br />Code of Federal Regulations, Title 40, Part 82 and Subpart F. Additionally, all refrigerant recovery equipment used by Icon’s technicians
<br />are certified by, and registered with, the US EPA.
<br />5. Customer Responsibilities
<br />
<br />a. Customer shall properly operate and maintain the equipment in accordance with the applicable operating manuals and
<br />recommended procedures, and ensure that qualified personnel are provided for such operation.
<br />b. Customer shall provide and maintain appropriate environmental conditions for equipment operation, including suitable locations
<br />for the installation and storage of chemical treatment equipment and supplies.
<br />c. Customer shall assume full responsibility for safety training and use of Personal Protective Equipment by Customer’s personnel
<br />responsible for the operation or maintenance of boilers and boiler system appurtenances and Customer’s personnel handling or using water
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<br />DocuSign Envelope ID: ED457002-3AE6-473A-8602-3BAF8B4617CF
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