SKYLINE GLASS LLC TERMS AND CONDITIONS Version 2.0 |
Effective January 1, 2026
1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com |
SKG23.com DEFINITIONS For the purposes of this Agreement, the following terms shall have the meanings set forth below:
"Agreement" means these Terms and Conditions, together with any approved estimate, proposal, invoice, or Change Order issued by the Company.
"Change Order" means a written document signed or electronically approved by both the Company and the Customer that modifies the original Scope of Work, pricing, or project timeline.
"Company" or "Skyline Glass" means Skyline Glass LLC, a North Carolina limited liability company located at 1405 Old Oxford Road, Suite E, Durham, NC 27704.
"Conditional Lien Waiver" means a lien waiver that becomes effective only upon the Company's actual receipt and full clearance of the specified payment amount.
"Custom Fabrication" means any glass, mirror, hardware, or related product ordered, cut, tempered, laminated, or fabricated to non-standard or project-specific dimensions or specifications.
"Customer" means the individual, business entity, government agency, general contractor, property management company, or any other party that has requested, approved, and accepted services from the Company.
"Deposit" means the required upfront payment made by the Customer prior to the ordering of materials, scheduling of fabrication, or scheduling of installation.
"Emergency Service" means any glass repair, board-up, or replacement service requested with less than twenty-four (24) hours' notice, or performed outside of the Company's standard business hours.
"General Contractor" or "GC" Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 1 means any prime contractor, construction manager, or contracting entity that engages the Company as a subcontractor in connection with a construction or renovation project.
"Hazardous Materials" means any substance identified or regulated as hazardous under applicable federal, state, or local law, including but not limited to asbestos, asbestos-containing materials, lead-based paint, mold, polychlorinated biphenyls (PCBs), or any substance regulated under OSHA, EPA, or NC DENR standards.
"Lien Waiver" means a written instrument by which the Company waives, in whole or in part, its right to file a mechanics' and materialmen's lien under N.C. Gen. Stat. Chapter 44A. "Scope of Work" means the specific services, materials, and deliverables described in the written estimate, proposal, or invoice approved by the Customer.
"Substantial Completion" means the point at which the Company's work is sufficiently complete so that the Customer can use or occupy the installation for its intended purpose, notwithstanding minor punch-list or closeout items.
"Unconditional Lien Waiver" means a lien waiver effective immediately upon execution regardless of whether payment has been received. The Company shall only execute an Unconditional Lien Waiver after confirming that the corresponding payment has been received and fully cleared.
1. LEGAL ENTITY AND CONTRACT PARTIES The Company providing services under this Agreement is Skyline Glass LLC, a North Carolina limited liability company registered and operating in Durham, NC. References to "Skyline Glass," "the Company," or "we" throughout this document refer exclusively to Skyline Glass LLC. The "Customer" refers to the individual or entity that has requested and approved services.
2. CONTRACT FORMATION AND ACCEPTANCE This Agreement is formed upon the earliest of: (a) Customer's written or electronic approval of an estimate or proposal; (b) Customer's scheduling of installation or service; (c) Customer's submission of a deposit or any payment; or (d) Customer's written or verbal authorization to proceed. No separate signature is required for this Agreement to be binding. Approval of any estimate or invoice constitutes full acceptance of the associated scope of work and these Terms and Conditions.
3. ELECTRONIC APPROVAL AND DIGITAL COMMUNICATIONS Approval of any estimate, proposal, or invoice delivered through the Square platform, email, text message, or any other electronic means -- including electronic acceptance, digital signature, written or verbal confirmation, scheduling of work, or payment -- constitutes the Customer's full and legally binding acceptance of the scope of work and these Terms and Conditions. All approvals, change requests, and authorizations must be confirmed in writing (email or text message is acceptable). Verbal-only instructions that are not followed by written confirmation shall not be binding on the Company and shall not entitle the Customer to additional work, credits, or modifications.
4. PRICING AND QUOTE VALIDITY Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 2 All price quotations are valid for fourteen (14) days from the date of issuance unless otherwise stated in writing. After expiration, pricing is subject to change without notice. Pricing is subject to adjustment due to: material cost fluctuations, supplier or manufacturer price changes, freight and delivery costs, or site condition discoveries. The Company reserves the right to revise pricing prior to ordering materials if conditions materially change. Any revised pricing will be presented in writing prior to proceeding.
5. SCOPE OF WORK The Company shall perform only the work expressly described in the written estimate, proposal, or invoice. Any work not specifically included in writing is excluded and will not be performed without a written and approved Change Order. Verbal requests for additional work do not constitute authorization. The Company is not responsible for work outside the defined scope regardless of what was discussed verbally.
6. CHANGE ORDERS Any additions to, modifications of, or deletions from the original scope of work must be documented in a written Change Order approved by both parties before work proceeds. Change Orders may affect the project price, timeline, and material lead times. Work performed outside an approved Change Order will be invoiced at the Company's standard rates and is due upon completion. The Customer's authorization of a Change Order - whether written, electronic, or by allowing the work to proceed with knowledge -- constitutes acceptance of the associated additional charges.
7. MEASUREMENTS AND SITE CONDITIONS All measurements provided at the time of estimate are preliminary and subject to final on-site field verification prior to fabrication or ordering. The Company is not responsible for any pre-existing or concealed conditions discovered during installation, including but not limited to: structural deficiencies, rot, water damage, mold, corrosion, out-of-square or out-of-plumb openings, deteriorated framing, or substandard prior installations. Discovery of such conditions may require a written Change Order and additional charges before work can continue.
8. MATERIALS SUBSTITUTION RIGHTS a) Right to Substitute. The Company reserves the right to substitute any specified glass, mirror, hardware, frame, seal, accessory, or other material identified in the estimate or proposal with a product of equal or greater quality and performance specification when the originally specified product is: unavailable due to supply chain disruption; discontinued by the manufacturer or supplier; subject to lead times that would materially delay the project; or otherwise commercially unavailable at the time of ordering. b) Notice of Substitution. When practicable, the Company will notify the Customer in writing of any material substitution prior to ordering the substitute product. In urgent situations -- including Emergency Service calls and time-sensitive commercial projects -- the Company may substitute materials without prior notice and shall notify the Customer as soon as reasonably possible thereafter. c) No Additional Cost for Equal Substitutions. Material substitutions of equal or greater quality shall not result in additional charges to the Customer. If the substitute material carries a higher cost, the Company will notify the Customer in writing and obtain written approval before proceeding. d) No Liability for Manufacturer Decisions. The Company is not liable for product discontinuation, specification changes, color or finish variations between production runs, or manufacturer-imposed lead time delays. These events shall be addressed through the substitution process described in this Section and shall not constitute a breach of contract by the Company. Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 3
9. CUSTOMER SITE RESPONSIBILITIES The Customer is responsible for ensuring the work site is safe, accessible, clean, and ready for installation on the scheduled date, including removing personal property, furniture, and obstructions from the work area, and disclosing any known hazardous conditions. If the site is not ready upon the Company's arrival, the Company reserves the right to reschedule and charge a trip fee of $150.00 for the missed appointment. The Customer further warrants that they are the legal property owner or have obtained written authorization from the property owner to approve the work described in this Agreement. Skyline Glass LLC shall not be responsible for any disputes, claims, damages, or liabilities arising from work authorized by an individual who lacks legal authority to approve alterations, repairs, or installations at the property. In the event of any such dispute, the Customer who authorized the work shall remain solely liable for all charges, damages, and costs incurred by the Company.
10. HAZARDOUS MATERIALS The Company does not perform testing, abatement, removal, or remediation of hazardous materials including, but not limited to, asbestos, asbestos-containing materials, lead-based paint, mold, polychlorinated biphenyls (PCBs), or any other substance classified as hazardous under federal, state, or local regulations. If hazardous materials are discovered or reasonably suspected at the work site during the course of the Company's work, the Company reserves the right to immediately stop work and vacate the affected area. Work shall not resume until the Customer has provided written documentation from a qualified environmental professional certifying that the hazardous condition has been fully remediated and the site is safe for work to continue. The Customer is solely responsible for all costs associated with hazardous material testing, abatement, remediation, and any resulting project delays. Discovery of hazardous materials does not entitle the Customer to cancel the contract without penalty or to a refund of non-refundable deposits. Any additional costs to the Company resulting from hazardous material conditions, including standby time, re-mobilization, and schedule adjustments, shall be the responsibility of the Customer.
11. DISPOSAL OF EXISTING MATERIALS Unless expressly stated in the written scope of work, the removal and disposal of existing glass, windows, doors, mirrors, frames, hardware, or any other materials being replaced is not included in the Company's pricing. If removal and disposal are included in the scope of work, the pricing assumes standard conditions and non-hazardous materials. If removal reveals unexpected conditions -- including but not limited to hazardous materials (as described in Section 10), concealed structural damage, or materials requiring specialized disposal -- the Customer shall be responsible for any additional removal, disposal, and remediation costs, which shall be documented through a written Change Order prior to the Company proceeding.
12. DEPOSITS AND PAYMENT TERMS a) Deposit Requirement. A deposit is required from all Customers prior to the ordering of any materials, the scheduling of any fabrication, or the confirmation of any installation date. The minimum required deposit is fifty percent (50%) of the total estimated contract value. b) Increased Deposit for Material-Intensive Projects. For projects in which the estimated cost of materials exceeds the estimated cost of labor, the Company reserves the right to require a deposit greater than fifty percent (50%), up to and including one hundred percent (100%) of the estimated materials cost, at the Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 4 Company's sole reasonable discretion. The required deposit amount will be clearly stated on the written estimate or proposal presented to the Customer. c) Non-Refundable Deposits. All deposits are non-refundable once materials have been ordered, fabricated, reserved, or otherwise committed to for a specific project. Custom-fabricated materials -- including but not limited to custom-cut glass, tempered panels, laminated glass, custom mirrors, and specialty hardware ordered to specification -- are non-refundable under any circumstances once the fabrication order has been placed with the supplier or fabricator. d) Final Payment. The remaining contract balance is due upon substantial completion of the work. Final payment must be received in full before the Company's crew departs the job site. The Customer's acceptance of completed work without written objection submitted to Advisor@skg23.com within forty-eight (48) hours of installation constitutes the Customer's binding acknowledgment that the work was performed satisfactorily and that final payment is due and owing without setoff or deduction. e) Accepted Payment Methods. The Company accepts payment by the following methods only: cash, personal or business check, credit card (processed via Square), ACH bank transfer, and Zelle. Payment by any other method requires the prior written approval of the Company. The Company reserves the right to require certified funds, cash, or electronic payment following any returned check or failed payment. f) Payment Timing. All payments are due as stated on the invoice or proposal. Unless otherwise agreed in writing, deposits are due immediately upon estimate approval and final balances are due upon substantial completion. For larger projects governed by a progress payment schedule, payment terms shall be as specified in the written project proposal pursuant to Section 17 of this Agreement. g) No Accord and Satisfaction. The Company's acceptance of any partial payment on any outstanding invoice or balance does not constitute accord and satisfaction, settlement, or discharge of the full amount owed. No partial payment shall reduce or extinguish the Customer's obligation to pay the full outstanding balance, including any applicable late fees, interest, and collection costs.
13. RIGHT TO STOP WORK FOR NON-PAYMENT The Company reserves the right to immediately stop all work in progress -- including work on the current project - if the Customer fails to make any required deposit, progress payment, milestone payment, or other amount when due. The Company shall provide written notice of work stoppage to the Customer. The Company shall not be liable for any project delays, damages, or additional costs arising from a work stoppage due to the Customer's non-payment. Work shall resume only after all outstanding balances, including any applicable late fees, are paid in full. The timeline and schedule shall be adjusted accordingly, and the Customer shall bear any costs associated with re-mobilization, material re-ordering, or price increases resulting from the delay.
14. CANCELLATION POLICY Cancellations must be submitted in writing to Advisor@skg23.com. The following schedule applies: a) Before Materials Are Ordered. If the Customer cancels in writing before the Company has ordered, reserved, or committed to any materials, the deposit will be refunded minus any administrative fees, site visit costs, or travel charges actually incurred by the Company. b) After Materials Are Ordered, Before Installation Begins. Once any materials have been ordered, the deposit is forfeited in its entirety. The Customer is additionally responsible for any restocking fees, fabrication cancellation fees, or other supplier-imposed charges arising from the cancellation. Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 5 c) Custom-Fabricated Materials -- Non-Cancellable and Non-Refundable. Any custom-fabricated glass, custom-cut panels, tempered glass, laminated glass, custom mirrors, specialty hardware, or any other product ordered, fabricated, or processed to the Customer's specific dimensions or specifications is non-cancellable and fully non-refundable once the fabrication order has been placed with the supplier or fabricator, regardless of the reason for cancellation. This applies without exception, including in the event of force majeure, project cancellation by the property owner, or any other cause beyond the Customer's control. d) After Installation Has Begun. Once the Company's crew has arrived on-site and work has commenced, the Customer is responsible for the full contract amount, including all materials, labor performed to date, and any removal, disposal, or re-installation costs incurred. e) Cancellation Within 48 Hours of Scheduled Installation. If the Customer cancels or reschedules within forty-eight (48) hours of a confirmed installation appointment, the Company reserves the right to charge a cancellation and remobilization fee of $150.00, regardless of whether materials have been ordered. f) Company-Initiated Cancellation. If the Company cancels a scheduled appointment due to circumstances within the Company's control, excluding force majeure events and hazardous site conditions, the Company will reschedule at the earliest mutually available date at no additional charge to the Customer. No other remedy shall be available to the Customer for Company-initiated rescheduling.
15. LATE PAYMENT FEES a) Residential Customers. If any balance due from a residential Customer is not paid within ten (10) days of the due date, a late payment fee of ten percent (10%) per annum shall be applied to the outstanding balance and shall accrue daily until paid in full. b) Commercial, GC, and Government Customers. If any balance due from a commercial business, general contractor, construction manager, property management company, REIT, or government entity is not paid within ten (10) days of the due date, a late payment fee of one and one-half percent (1.5%) per month (eighteen percent [18%] annually) shall be applied to the outstanding balance and shall accrue monthly until paid in full. c) Customer Classification. A Customer's classification as residential or commercial for purposes of this Section shall be determined at the Company's reasonable discretion based on the nature of the project and the identity of the Customer. Any Customer operating as a business entity, LLC, corporation, or partnership shall be classified as a commercial Customer for purposes of this Section. d) Right to Suspend Work. The Company reserves the right to suspend all active and future work for any Customer with an outstanding unpaid balance, without penalty or liability to the Company, until all outstanding balances, including applicable late fees and accrued interest, are paid in full.
16. STORAGE AND DELAYED INSTALLATION FEES If the Customer delays the scheduled installation by more than 45 days after materials have been ordered or received, the Company will assess a storage and delayed installation fee of $200.00 per month, or any portion thereof. These fees accrue monthly until installation is completed or the materials are otherwise resolved and are due upon invoicing.
17. PROGRESS PAYMENT SCHEDULE FOR LARGER PROJECTS a) Applicability. For any project requiring a detailed payment schedule, as determined by the Company based on project scope, contract value, or material lead times, the applicable progress payment milestones, amounts, and due dates shall be expressly stated in the written project proposal. Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 6 b) Proposal as Controlling Payment Document. For larger projects, the Company will deliver a formal written project proposal as a PDF document transmitted via the Company's Square platform link or by email attachment. That proposal shall serve as the controlling payment document for the project and shall govern payment timing and amounts, superseding the general payment terms of this Agreement where the two conflict. c) Standard Progress Payment Structure. Unless otherwise specified in the project proposal, progress payments for larger projects will generally follow this structure: • i) First Payment: Minimum fifty percent (50%) deposit due upon proposal approval, prior to materials ordering or fabrication scheduling; • ii) Second Payment: An interim progress payment as specified in the proposal, due upon material delivery to the site or commencement of installation, as applicable; • iii) Final Payment: Remaining balance due upon substantial completion. d) Failure to Make Progress Payments. Failure by the Customer to make any scheduled progress payment when due entitles the Company to immediately stop work and suspend the project without penalty to the Company. The Company shall not be liable for any resulting project delays, schedule impacts, or additional costs. Work shall not resume until all outstanding amounts are paid in full. Any delay resulting from non-payment may result in re-mobilization fees, updated material pricing, and revised project scheduling, all of which shall be the Customer's sole responsibility.
18. COMPANY'S RIGHT TO TERMINATE a) Grounds for Termination. The Company reserves the right to terminate this Agreement and all associated work at any time, without penalty to the Company, upon the occurrence of any of the following: • i) The Customer's failure to make any required deposit, progress payment, or final payment when due, where such failure continues for more than five (5) days after written notice from the Company; • ii) The Customer's repeated failure to provide timely, safe, and adequate access to the work site; • iii) Discovery of hazardous materials, unsafe site conditions, or structural deficiencies that make continuation of work unreasonably dangerous to the Company's personnel; • iv) The Customer's material breach of any term of this Agreement; • v) Abusive, threatening, or harassing conduct by the Customer or any representative of the Customer directed toward Company personnel; • vi) Any governmental stop-work order, permit deficiency, or regulatory action not caused by the Company that prevents or unreasonably delays completion of the work. b) Effect of Termination. Upon termination by the Company for any of the reasons listed in subsection (a): (i) all work shall cease immediately upon delivery of written notice of termination; (ii) the Customer shall be invoiced for all work performed to the date of termination, all materials ordered, fabricated, or delivered, all labor costs incurred, and any restocking, cancellation, or disposal fees; (iii) the deposit shall be applied to amounts owed, with any remaining balance due within ten (10) days of the termination invoice; (iv) the Company shall have no further obligation to complete the work. c) No Penalty for Good-Faith Termination. Termination by the Company in good faith based on any of the grounds listed in this Section shall not constitute a breach of contract and shall not entitle the Customer to any damages, refunds beyond what may be owed after offsetting all costs incurred, or claims of any nature against the Company. Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 7
19. RETURNED CHECKS AND FAILED PAYMENTS Any returned check or failed electronic payment shall result in a $50.00 returned payment fee in addition to any bank charges incurred. The Company reserves the right to require certified funds or cash for all future transactions following a returned payment.
20. COLLECTION COSTS In the event the Company is required to engage a collection agency, skip tracing service, or other third-party recovery service to collect amounts owed under this Agreement, the Customer shall be responsible for all associated collection costs, agency fees, and expenses incurred in addition to the outstanding balance, applicable late fees, and any interest. These costs shall be added to the Customer's account balance and are immediately due and payable.
21. BACK CHARGES NOT ACCEPTED The Company will not accept back charges, chargebacks, setoffs, or deductions from any Customer, General Contractor, or other party under any circumstances, unless previously agreed to by the Company in a written and signed document executed by an authorized officer of Skyline Glass LLC. Any Customer or GC seeking to apply a back charge, chargeback, or setoff without prior written agreement of the Company shall be in material breach of this Agreement. The Company retains all rights to pursue the full amount owed, plus all applicable late fees, collection costs, and attorney fees, notwithstanding any purported back charge or deduction.
22. MECHANICS LIEN RIGHTS The Customer is hereby notified that under the laws of the State of North Carolina (N.C. Gen. Stat. § 44A), the Company has the right to file a Mechanics Lien against the property on which work was performed in the event of non-payment. This lien attaches to real property and may affect the Customer's ability to sell, refinance, or transfer title. The Company will exercise this right without further notice when payment is not received within 30 days of the due date. Lien filing costs and associated attorney fees shall be the responsibility of the Customer.
23. LIEN WAIVERS a) Lien Rights Preserved. The Company's right to file a mechanics' and materialmen's lien under N.C. Gen. Stat. Chapter 44A is a material right of the Company and shall not be waived except by a written Lien Waiver executed by an authorized officer of Skyline Glass LLC. b) Conditional Lien Waivers. The Company may, upon request by a General Contractor, property owner, or other authorized party, execute a Conditional Lien Waiver in connection with a specific payment. A Conditional Lien Waiver shall become effective only upon the Company's actual receipt and full clearance of the identified payment amount. Execution of a Conditional Lien Waiver does not waive any lien rights relating to amounts not covered by that specific payment. c) Unconditional Lien Waivers. The Company will only execute an Unconditional Lien Waiver after confirming that the corresponding payment has been received in full and has completely cleared. Execution of an Unconditional Lien Waiver before confirmed cleared payment is not authorized by the Company, shall be considered a clerical error, and shall be void and unenforceable as to any amounts not actually received. d) Scope of Lien Waivers. Any Lien Waiver executed by the Company applies only to the specific payment amount and payment period identified in that waiver. It does not waive the Company's lien rights as to any other amounts, retainage, unapproved change orders, or future work not specifically identified in the waiver document. Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 8 e) GC Flow-Down Lien Waiver Requirements. If a General Contractor's subcontract agreement contains lien waiver requirements that conflict with this Section, those requirements must be disclosed to the Company in writing prior to execution of the subcontract. The Company reserves the right to negotiate or decline any lien waiver language that operates as an unconditional waiver prior to confirmed payment. f) Lien Filing Without Further Notice. The Company reserves the right to file a mechanics' and materialmen's lien against the subject property without further notice to the Customer if full payment is not received within thirty (30) days of the due date. All costs associated with lien preparation, filing, and enforcement, including reasonable attorney fees, shall be recoverable from the Customer.
24. TITLE TRANSFER AND RISK OF LOSS Title to all materials shall remain with the Company until final payment has been received in full. Risk of loss or damage to materials shall pass to the Customer upon delivery of materials to the job site. The Customer is responsible for safeguarding all materials delivered to the site, including protection from theft, vandalism, weather, damage by other trades, and any other cause of loss. If materials are lost, stolen, or damaged after delivery to the site and before installation, the Customer shall be responsible for the full replacement cost of such materials. Replacement material orders may be subject to additional lead times and current pricing.
25. MATERIAL DELIVERY INSPECTION AND CLAIM NOTICE The Customer must inspect all materials upon delivery to the job site and report any claim of damage, non-conformity, or defect in writing to the Company at Advisor@skg23.com within five (5) business days of delivery. Failure to provide written notice of any delivery-related damage, defect, or non-conformity within this period constitutes a waiver of all such claims with respect to those materials. This Section applies to delivery-related claims only and does not limit the Customer's rights under the warranty provisions of Section 30 for claims arising from workmanship defects discovered after installation is complete.
26. PERMITS AND APPROVALS Unless expressly stated otherwise in the written scope of work, the Customer is solely responsible for obtaining all required permits, HOA approvals, architectural review approvals, building department inspections, and any other governmental or association authorizations required for the work. The Company is not liable for project delays, fines, or stop-work orders resulting from the Customer's failure to obtain required approvals.
27. CODE COMPLIANCE DISCLAIMER The Company's scope of work is limited to the glass and glazing services described in the written estimate or proposal. Unless expressly included and priced in the scope of work, the Company is not responsible for bringing existing structures, openings, framing, electrical, plumbing, or any other building components into compliance with current building codes, ADA requirements, energy codes, or other regulatory standards. If a building inspector or code enforcement officer requires additional work beyond the Company's contracted scope to achieve code compliance, such additional work shall be the Customer's responsibility and shall be documented through a written Change Order if the Company is requested to perform it.
28. THIRD-PARTY AND POST-INSTALLATION DAMAGE The Company is not responsible for damage to installed glass, mirrors, shower enclosures, windows, doors, or any other materials caused by: other contractors or trades working on the same property after installation; Customer misuse, improper cleaning, or physical impact; building settlement or movement; vandalism; acts of Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 9 nature; or any cause arising after the Company has completed and left the job site. Any damage claims must be submitted in writing within 48 hours of discovery.
29. NATURAL GLASS CHARACTERISTICS DISCLAIMER The Customer acknowledges that glass is a manufactured product with naturally occurring characteristics that are not considered defects, including but not limited to: slight optical distortion or waviness when viewed at certain angles; minor surface variations in tempered glass; iridescence or strain patterns in tempered glass visible under certain lighting conditions (known as "temper stress" or "quench marks"); and minor dimensional tolerances within industry standards. The Company follows ASTM C1036 and ASTM C1048 standards. Requests for replacement based solely on natural glass characteristics within industry standards will not be honored under warranty.
30. COLOR, FINISH, AND SAMPLE DISCLAIMER The Customer acknowledges that samples, swatches, and display models provided during the selection process are representative only. Actual installed products may vary slightly from samples in color, tint, texture, finish, grain pattern, or reflectivity due to manufacturing tolerances, batch variations, lighting conditions, and the inherent properties of glass, metal, and hardware materials. Minor variations between samples and installed products, or between units within the same order, are not considered defects and shall not constitute grounds for rejection, replacement, or warranty claims. The Company makes no guarantee of exact color or finish matching between different production runs or between new materials and existing installations.
31. WARRANTY The Company provides the following limited warranties, subject to all exclusions set forth below: a) Standard Workmanship Warranty. The Company provides a one (1) year limited workmanship warranty on installation labor for standard projects, beginning on the date of substantial completion. This warranty covers defects in the Company's installation work that are directly and exclusively attributable to the Company's workmanship under normal use conditions. b) Emergency Service Warranty. For Emergency Service calls as defined in the Definitions Section of this Agreement, the Company provides a thirty (30) day limited workmanship warranty on labor only, beginning on the date of service. Emergency service is performed under time-constrained conditions on existing openings, frames, and structures that were not designed, specified, or installed by the Company, and the warranty is limited accordingly. c) Materials Warranty -- Manufacturer Pass-Through Only. The Company makes no independent warranty on any glass, mirror, tempered panel, laminated glass, insulated glass unit (IGU), hardware, seal, frame, or any other material or product installed under this Agreement. All materials warranties, if any, are solely those provided by the applicable manufacturer or supplier and are passed through to the Customer as-is, without any representation, guarantee, expansion, or enhancement by the Company. d) No Warranty on Existing Conditions. The Company provides no warranty of any kind on existing frames, substrates, surrounding walls, masonry, sills, framing members, openings, or structural components not installed by the Company under this Agreement. The Company's warranty applies exclusively to the specific work performed under this Agreement. e) Disclaimer of Implied Warranties. THERE ARE NO WARRANTIES OTHER THAN THOSE EXPRESSLY SET FORTH IN THIS SECTION. ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 10 WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY EXPRESSLY DISCLAIMED AND EXCLUDED TO THE FULLEST EXTENT PERMITTED BY NORTH CAROLINA LAW AND THE UNIFORM COMMERCIAL CODE. NO IMPLIED WARRANTY MAY BE CREATED OR MODIFIED BY ANY COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. THE REMEDIES SET FORTH IN THIS WARRANTY ARE THE EXCLUSIVE REMEDIES AVAILABLE FOR ANY WARRANTY CLAIM. f) Warranty Exclusions. The following are expressly excluded from all warranties provided under this Agreement: • i) Scratches, chips, cracks, or breakage occurring after installation is complete; • ii) Damage from improper cleaning products, abrasive materials, or cleaning methods inconsistent with manufacturer guidelines; • iii) Damage caused by other trades, contractors, or third parties after installation; • iv) Building settlement, structural movement, thermal expansion, or acts of God; • v) Natural glass characteristics as described in Section 29 of this Agreement; • vi) Color, finish, or sample variations as described in Section 30 of this Agreement; • vii) Work performed or modified by any party other than Skyline Glass LLC after the original installation; • viii) Conditions arising from Customer-caused site issues, misuse, neglect, or pre-existing structural deficiencies; • ix) Failure by the Customer to maintain glass, seals, or hardware in accordance with manufacturer recommendations; • x) Any warranty claim submitted more than thirty (30) days after discovery of the alleged defect (Emergency Service) or more than one (1) year after substantial completion (standard installations). g) Warranty Claim Procedure. All warranty claims must be submitted in writing to Advisor@skg23.com with a description of the alleged defect and proof of purchase. The Company shall have a reasonable opportunity to inspect the alleged defect before any remediation, repair, or replacement is undertaken by any party. Warranty repairs authorized and performed by the Company shall not extend or restart the original warranty period. Unauthorized repairs or modifications by the Customer or any third party shall immediately void the remaining warranty.
32. LIMITATION OF LIABILITY To the maximum extent permitted by North Carolina law, the Company's total liability for any claim arising out of or related to services performed under this Agreement shall not exceed the total amount paid by the Customer for the specific work giving rise to the claim. The Company shall not be liable for any incidental, consequential, indirect, punitive, or special damages, including but not limited to: loss of use, lost profits, loss of business, property damage beyond the immediate work area, or personal injury not caused by the Company's direct negligence. THE COMPANY SHALL NOT BE LIABLE TO THE CUSTOMER OR ANY THIRD PARTY FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, INDIRECT, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, LABOR COSTS, LOSS OF USE, BUSINESS INTERRUPTION, OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS, WHETHER ARISING FROM PRODUCT DEFECT, DELAY, NON-DELIVERY, NON-PERFORMANCE, BREACH, OR ANY OTHER CAUSE. ALL CLAIMS IN TORT, STRICT LIABILITY, AND FAILURE OF ESSENTIAL PURPOSE ARE WAIVED AND EXCLUDED. BACK CHARGES WILL NOT BE ACCEPTED IN ANY EVENT.
33. INDEMNIFICATION AND HOLD HARMLESS Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 11 a) Customer Indemnification of Company. The Customer agrees to indemnify, defend, and hold harmless Skyline Glass LLC, its owners, officers, employees, agents, and subcontractors from and against any and all claims, damages, losses, liabilities, costs, and expenses, including reasonable attorney fees, arising out of or related to: • i) The Customer's breach of any term of this Agreement; • ii) The Customer's negligence, gross negligence, or willful misconduct; • iii) Pre-existing site conditions, including structural deficiencies, hazardous materials, or code violations not caused by the Company; • iv) Damage caused by other contractors, trades, or third parties at the job site; • v) The Customer's failure to obtain required permits, approvals, or authorizations; • vi) Any claim by a third party arising from the Customer's use of or access to the work site during or after installation; • vii) Any misrepresentation by the Customer regarding property ownership, authority to authorize work, or site conditions. b) Mutual Indemnification -- General Contractor Relationships. Where the Customer is a General Contractor, construction manager, or other prime contractor, the parties agree to mutual indemnification as follows: each party shall indemnify, defend, and hold harmless the other party from and against claims, damages, losses, liabilities, and expenses, including reasonable attorney fees, to the extent caused by that party's own negligent acts or omissions in connection with the project. Neither party shall be required to indemnify the other for claims arising from that other party's own negligence or willful misconduct. c) Survival. This indemnification obligation shall survive the completion, termination, or expiration of this Agreement.
34. PHOTOGRAPHIC DOCUMENTATION The Company reserves the right to photograph the work site before, during, and after installation for quality control, documentation, warranty administration, and marketing purposes. Pre-installation photographs documenting existing site conditions shall be considered evidence of conditions prior to the Company's work and may be used in any dispute resolution or legal proceeding. The Customer consents to the Company's use of project photographs for marketing, portfolio, and promotional purposes -- including social media, the Company's website, print materials, and project proposals -- unless the Customer submits a written opt-out to Advisor@skg23.com at the time of estimate approval or contract acceptance. Opt-out requests submitted after work has commenced will not be honored with respect to photographs already taken. No compensation shall be owed to the Customer for the Company's use of project photographs taken in accordance with this Section.
35. INSURANCE The Company maintains general liability insurance and workers' compensation insurance as required by the State of North Carolina. Certificates of Insurance are available upon written request. The Customer is responsible for maintaining their own property insurance covering the work site, materials stored on-site, and any other risks not covered by the Company's insurance.
36. RIGHT TO SUBCONTRACT The Company reserves the right to subcontract any portion of the work to qualified subcontractors, independent contractors, or specialty trade professionals as the Company deems necessary to complete the work. The Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 12 Company shall remain responsible for the quality of work performed by its subcontractors to the same extent as if the Company had performed the work directly. The use of subcontractors shall not relieve the Company of its obligations under this Agreement, nor shall it create any contractual relationship between the Customer and any subcontractor.
37. INDEPENDENT CONTRACTOR STATUS Skyline Glass LLC performs all services as an independent contractor. Nothing in this Agreement shall be construed to create a partnership, joint venture, employer-employee, or agency relationship between the Company and the Customer, or between the Company and any general contractor. The Company retains sole control over the means, methods, techniques, sequences, and procedures of the work, and is responsible for its own employees, taxes, insurance, and compliance obligations.
38. FORCE MAJEURE The Company shall not be liable for any delay or failure to perform resulting from causes beyond its reasonable control, including but not limited to: natural disasters, severe weather, supply chain disruptions, manufacturer delays, material shortages, labor disputes, pandemics, or governmental actions. Force majeure events do not entitle the Customer to cancel without penalty or to a refund of non-refundable deposits.
39. SCHEDULING AND LEAD TIMES All installation dates and material lead times are estimates only and are not guaranteed. The Company is not responsible for delays caused by suppliers, fabricators, weather, site readiness, or other factors outside its control. Delays do not constitute grounds for contract cancellation or deposit refund unless the delay exceeds 90 days through no fault of the Customer.
40. PERSONAL GUARANTEE -- COMMERCIAL AND BUSINESS CUSTOMERS For any Customer that is a corporation, LLC, partnership, or other business entity, the individual signing or approving this Agreement on behalf of the entity personally and unconditionally guarantees the full and prompt payment of all amounts due under this Agreement in the event the entity fails to pay. This personal guarantee is a material condition of the Company's agreement to provide services to business entities.
41. CUSTOMER PRIVACY AND DATA PROTECTION a) Information Collected. In the course of providing services, the Company may collect and retain the following types of Customer information: full name, phone number, email address, property and billing address, project-related site photographs and measurements, communication records (including emails, text messages, and call logs), and payment information processed through the Company's authorized payment platforms. b) Use of Information. Customer information is used solely for legitimate business purposes, including: preparing estimates and proposals, ordering materials and scheduling fabrication, processing payments, communicating about project status, warranty administration, quality control, legal compliance, and marketing purposes as described in Section 34 of this Agreement. c) Disclosure to Third Parties. The Company may share Customer information only as reasonably necessary with: material suppliers and fabricators, authorized payment processors, insurance carriers, legal counsel or collection agencies, and governmental authorities when required by law or court order. The Company does not sell, rent, or trade Customer personal information to third parties for marketing or commercial purposes under any circumstances. Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 13 d) Data Retention. Customer project records are retained for a minimum of four (4) years following project completion, or longer as required by applicable law, warranty obligations, or pending legal matters. e) Customer Rights. The Customer may submit a written request to Advisor@skg23.com to inquire about, correct, or request deletion of personal information, subject to the Company's legal and contractual retention obligations. The Company will respond to such requests within thirty (30) days.
42. FORMAL NOTICE PROVISION All formal notices required or permitted under this Agreement -- including notices of dispute, default, cancellation, lien intent, or termination -- shall be in writing and shall be deemed delivered when: (a) sent via email to the addresses listed in this Agreement, upon confirmation of delivery; (b) sent via certified mail, return receipt requested, three (3) business days after deposit in the U.S. mail; or (c) delivered by hand, upon receipt. Notices to the Company: Skyline Glass LLC, 1405 Old Oxford Road, Suite E, Durham, NC 27704 or Advisor@skg23.com.
43. INDUSTRY SAFETY STANDARDS, COMPLIANCE, AND ADA DISCLAIMER a) OSHA Compliance. All on-site work performed by the Company is conducted in compliance with applicable OSHA regulations, including 29 CFR 1926 Subpart R (Glazing Safety) and all other applicable provisions of 29 CFR 1926 governing construction site safety. b) ANSI Z97.1. The Company uses safety glazing materials that meet or exceed the requirements of ANSI Z97.1 (Safety Glazing Materials Used in Buildings -- Safety Performance Specifications and Methods of Test) where applicable to the project scope and safety glazing requirements under applicable code. c) ASTM Standards. Glass products supplied and installed by the Company are selected and inspected in accordance with ASTM C1036 (Standard Specification for Flat Glass) and ASTM C1048 (Standard Specification for Heat-Treated Flat Glass -- Kind HS, Kind FT Coated and Uncoated Glass) as applicable to the specific product and application. d) ADA Compliance Disclaimer. Unless ADA compliance review, design consultation, or accessibility modifications are expressly included and priced in the written scope of work, the Company is not responsible for ensuring that any installation meets ADA requirements. For any publicly accessible commercial installation, the Customer is solely responsible for engaging qualified licensed design professionals to confirm and certify ADA compliance. The Company does not provide ADA compliance certifications. e) NC Energy Conservation Code. For window and IGU replacements, unless specifically included and priced in the scope of work, the Company does not perform energy code compliance assessments or certifications. Energy code compliance responsibility rests solely with the Customer. f) Compliance Is Not a Warranty. The Company's general compliance with the standards referenced in this Section does not constitute a warranty of any specific performance outcome and does not expand the warranty terms set forth in Section 31 of this Agreement.
44. DISPUTE RESOLUTION a) Good Faith Negotiation. The complaining party must first provide written notice describing the dispute in reasonable detail. The parties shall have fifteen (15) days from delivery of written notice to attempt resolution through direct good-faith negotiation. b) Mediation. If the dispute is not resolved through negotiation, the parties agree to submit the dispute to non-binding mediation before a mutually agreed mediator in Durham County, North Carolina. Mediation costs shall be shared equally by the parties. Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 14 c) Binding Arbitration. If mediation fails to resolve the dispute within thirty (30) days of the mediator's selection, or if either party declines to participate in mediation, the dispute shall be submitted to binding arbitration administered by the American Arbitration Association ("AAA") under its Construction Industry Arbitration Rules then in effect. The arbitration shall take place in Durham County, North Carolina. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. d) Prevailing Party Attorney Fees. In any mediation, arbitration, or legal proceeding arising under this Agreement, the prevailing party shall be entitled to recover reasonable attorney fees, arbitration fees, filing costs, and all associated legal costs from the non-prevailing party. e) Statute of Limitations. All claims arising under this Agreement must be brought within the applicable North Carolina statute of limitations: three (3) years for claims based on written contracts (N.C. Gen. Stat. § 1-52); six (6) years for claims based on instruments under seal; and three (3) years for claims based on injury to property. f) Emergency Relief. Either party may seek emergency injunctive or equitable relief from a court of competent jurisdiction in Durham County, North Carolina to prevent irreparable harm pending arbitration. g) Class Action Waiver. The Customer waives any right to participate in a class action lawsuit or class-wide arbitration against the Company. All disputes shall be resolved on an individual basis only.
45. WAIVER OF JURY TRIAL To the fullest extent permitted by law, the Company and the Customer each voluntarily, knowingly, and irrevocably waive any right to a trial by jury in any action, proceeding, or counterclaim arising out of or relating to this Agreement, the services provided, or any dispute between the parties. The parties agree that any such dispute shall be tried before a judge sitting without a jury (bench trial). This waiver is a material inducement for the Company to enter into this Agreement.
46. GOVERNING LAW AND JURISDICTION This Agreement shall be governed by and construed in accordance with the laws of the State of North Carolina. Any legal action arising under this Agreement shall be brought exclusively in the state or federal courts located in Durham County, North Carolina. The Customer waives any objection to jurisdiction or venue in Durham County.
47. ASSIGNMENT The Customer may not assign, transfer, or delegate this Agreement or any rights or obligations hereunder to any third party without the prior written consent of the Company. Any attempted assignment without such consent shall be void and of no effect. The Company reserves the right to assign this Agreement, in whole or in part, to a successor entity, affiliate, or assignee without the Customer's consent, provided that such assignment does not materially diminish the Customer's rights under this Agreement.
48. GOVERNMENT CONTRACT ADDENDUM a) Applicability. This Section applies to any project in which Skyline Glass LLC performs work as a prime contractor or subcontractor on a federal, state, or local government contract, or on any project funded in whole or in part by public funds. b) FAR Compliance. When performing under a federal contract or subcontract subject to the Federal Acquisition Regulation (FAR), Skyline Glass LLC acknowledges its obligation to comply with applicable FAR clauses properly flowed down from the prime contract. Specific FAR clauses applicable to any individual Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 15 project will be identified in the project-specific subcontract or task order. c) Prevailing Wage Compliance. When performing work subject to the Davis-Bacon Act, the Service Contract Act, or any applicable state prevailing wage law, Skyline Glass LLC shall pay its employees and covered workers no less than the applicable prevailing wage rates as determined by the U.S. Department of Labor or applicable state agency. Applicable wage determinations shall be incorporated into the project-specific proposal or subcontract prior to execution. d) Flow-Down Clause Responsibility. When Skyline Glass LLC performs as a subcontractor, the Customer-- as GC or prime contractor -- is responsible for identifying and flowing down all applicable contract requirements, including FAR clauses, wage determinations, equal opportunity obligations, and applicable reporting obligations. Skyline Glass LLC shall not be responsible for compliance with obligations that were not disclosed prior to execution of the subcontract. e) SAM.gov and Small Business Status. Skyline Glass LLC is registered in SAM.gov and maintains an active Unique Entity Identifier (UEI) and CAGE Code. The Company is a certified Woman-Owned Small Business (WOSB). The Customer shall not represent Skyline Glass LLC under any other socioeconomic category without the Company's prior written authorization. f) Records Retention. For government-funded projects, the Company shall maintain all project records, payroll records, and related documentation for a minimum of three (3) years following final payment, or longer as required by the applicable contract, regulation, or law.
49. ENTIRE AGREEMENT AND SEVERABILITY This Agreement, together with the approved estimate, proposal, or invoice, constitutes the entire agreement between the parties and supersedes all prior discussions, representations, or agreements. If any provision of this Agreement is found to be unenforceable, the remaining provisions shall remain in full force and effect. No waiver of any provision shall constitute a waiver of any other provision or of the same provision on another occasion.
50. SURVIVAL The following provisions shall survive the completion, termination, or expiration of this Agreement: Sections relating to Deposits and Payment Terms, No Accord and Satisfaction, Late Payment Fees, Collection Costs, Back Charges Not Accepted, Mechanics Lien Rights, Lien Waivers, Title Transfer and Risk of Loss, Company's Right to Terminate, Limitation of Liability, Indemnification and Hold Harmless, Warranty, Customer Privacy and Data Protection, Dispute Resolution, Waiver of Jury Trial, Governing Law and Jurisdiction, and this Survival clause.
51. AMENDMENTS These Terms and Conditions may be updated by the Company from time to time. The version in effect at the time of each estimate or invoice governs that transaction. Current Terms and Conditions are always available at skg23.com. Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Skyline Glass LLC | 1405 Old Oxford Road, Suite E, Durham, NC 27704 | (984) 205-5547 | Advisor@skg23.com | skg23.com Page 16
