These Terms and Conditions shall constitute an Agreement between Patriot Overhead and Hoist, LLC (“Patriot”) and the person or entity (“Customer”) as listed on the bid for service, and/or inspection (“Proposal”).

  1. Acceptance; Agreement. These terms and conditions are an integral part of Patriot’s Proposal and form the basis of any agreement (the “Agreement”) for the installation, service, and/or inspection of equipment and material (the “Work”). PATRIOT’S TERMS AND CONDITIONS ARE SUBJECT TO PERIODIC CHANGE OR AMENDMENT. 
  2. Pricing and Taxes. Unless otherwise noted, the price for installation, service, and/or inspection is set forth in the Proposal for said Work accepted by Customer.
  3. Exclusions from Work. Patriot’s obligation is limited to the Work as defined and does not include any modifications to the Work. In no event shall Patriot be required to perform work Patriot reasonably believes is outside of the defined Work without a written change order signed by Customer and Patriot. Any change in the scope of work must be communicated and approved in writing by both parties. If the scope of work necessitates additional services, materials, or costs beyond the original agreement, Patriot reserves the right to request the issuance of a new Purchase Order/Change Order (collectively “PO”) reflecting the revised scope and associated costs. The execution of any additional work or provision of materials beyond the original agreement shall not commence until a new PO is issued and accepted by both parties.
  4. Performance. 
    1. Patriot shall perform the Work in accordance with industry standards generally applicable in the area under similar circumstances as of the time Patriot performs the Work Patriot may refuse to perform any Work where working conditions could endanger property or put at risk the safety of persons. Unless otherwise agreed to by Customer and Patriot, at Customer’s expense and before the Work begins, Customer will provide any necessary access platforms, catwalks to safely perform the Work in compliance with OSHA or state industrial safety regulations.
    2. Environmental Conditions. The Proposal assumes standard industrial environmental conditions. Deviations, such as extreme temperatures, altitude, corrosive environments, extreme weather conditions, or acts of God, may necessitate adjustments or incur additional costs.
    3. Technician Discretion. Our technicians reserve the right to refuse service for any reason they deem necessary. This may include safety concerns, incompatible equipment, or other factors that may affect the successful completion of the Work.
    4. Right to Reschedule. Patriot reserves the right to reschedule any service, installation, or inspection appointment for any reason deemed necessary. Patriot shall not be liable for any damages or claims due to service being rescheduled.
    5. Right to Refuse. Patriot reserves the right to refuse performance of the Work for any reason deemed necessary. This includes, but is not limited to, safety concerns, incompatible equipment, or other factors that may compromise the integrity of the service provided. Patriot shall not be liable for any damages or claims as the result of refusal to perform the Work for any reason.
  5. Payment. 
    1. Customer shall pay Patriot’s invoices within net 30 days of invoice date. 
    2. Patriot may invoice Customer for all equipment or material furnished, whether delivered to the installation site or to an off-site storage facility and for all Work performed on-site or off-site. 
    3. No retention shall be withheld from any payments except as expressly agreed in writing by Patriot, in which case retention shall be reduced per the contract documents and released no later than the date of substantial completion. Under no circumstances shall any retention be withheld for the equipment portion of the order. 
    4. If payment is not received as required, Patriot may suspend performance and the time for completion shall be extended for a reasonable period of time not less than the period of suspension. Customer shall be liable to Patriot for all reasonable shutdown, standby and start-up costs as a result of the suspension. 
    5. Patriot reserves the right to add to any account outstanding for more than 30 days a service charge equal to 1.5% of the principal amount due at the end of each month. 
    6. Customer shall pay all costs (including attorneys’ fees) incurred by Patriot in attempting to collect amounts due and otherwise enforcing these terms and conditions. 
    7. If requested, Patriot will provide appropriate lien waivers upon receipt of payment in full. 
    8. Security Interest. Customer agrees that, unless Customer makes payment in advance, Patriot will have a purchase money security interest in all equipment from Patriot to secure payment in full of all amounts due to Patriot and its order for the equipment, together with these terms and conditions, form a security agreement. Customer hereby consents to Patriot filing a UCC financing statement to reflect the security interest granted herein.
    9. Customer shall keep the equipment free of all taxes and encumbrances, shall not remove the equipment from its original installation point and shall not assign or transfer any interest in the equipment until all payments due Patriot have been made.
  6. Time for Completion. Except to the extent otherwise expressly agreed in writing signed by an authorized representative of Patriot, all dates provided by Patriot or its representatives for commencement, progress, or completion are estimates only. While Patriot shall use commercially reasonable efforts to meet such estimated dates, Patriot shall not be responsible for any damages for its failure to do so. Installation dates are approximate and not guaranteed. Patriot will use commercially reasonable efforts to install the equipment on or before the estimated date, will notify Customer if the estimated dates cannot be honored, and will install the equipment as soon as practicable thereafter. In no event will Patriot be liable for any damages or expenses caused by any delays.
  7. Access. 
    1. Patriot and its subcontractors shall be provided access to the Work site during regular business hours, or such other hours as may be requested by Patriot and acceptable to the Work site owner or tenant for the performance of the Work, including sufficient areas for staging, mobilization, and storage. Patriot’s access to correct any emergency condition shall not be restricted. 
    2. Accessibility and Safety: The Customer must ensure accessibility for semi-flatbed trailers and mobile cranes, provide sufficient overhead clearance for lift cranes, ensure clear access for man lifts, offer a safe work environment, and provide clear access to assembly/erection locations.
  8. Completion. Notwithstanding any other term or condition herein, when Patriot informs Customer that the Work has been completed, Customer shall inspect the Work in the presence of Patriot’s representative, and Customer shall either (a) accept the Work in its entirety in writing, or (b) accept the Work in part and specifically identify, in writing, any exception items. Customer agrees to re-inspect any and all excepted items as soon as Patriot informs Customer that all such excepted items have been completed. The initial acceptance inspection shall take place within ten (10) days from the date when Patriot informs Customer that the Work has been completed. Any subsequent re-inspection of excepted items shall take place within five (5) days from the date when Patriot informs Customer that the excepted items have been completed. Customer’s failure to cooperate and complete any of said inspections within the required time limits shall constitute complete acceptance of the Work as of ten (10) days from date when Patriot informs Customer that the Work, or the excepted items, if applicable, has/have been completed.
  9. Permits and Governmental Fees. Customer shall secure and pay for building and other permits and governmental fees, licenses, and inspections necessary for proper performance and completion of the Work which are legally required when bids from Patriot’s subcontractors are received, negotiations thereon concluded, or the effective date of a relevant Change Order, whichever is later. Customer is responsible for necessary approvals, easements, assessments and charges for construction, use or occupancy of permanent structures or for permanent changes to existing facilities. If the cost of such permits, fees, licenses and inspections are not included in the Proposal, Patriot will invoice Customer for such costs; and Customer will pay for such costs pursuant to Paragraph 5.
  1. Utilities.
    1. Customer shall provide without charge to Patriot all water, heat, and utilities required for performance of the Work. 
    2. Power Supply Requirements:
      1. The Customer is responsible for ensuring that the supplied power is adequate for the application as specified in the crane specifications provided by Patriot. 
      2. The Customer must ensure that the supplied power complies with all national, state, and local electrical codes and regulations. 
    3. Runway Electrification System. Collector pricing is based on assumed standard systems. Special types or sizes may require price adjustments which will be reflected in subsequent Purchase Orders. The Customer is responsible for connecting building power to the conductor feeds.
    4. Main Power Source Responsibility. Patriot is not responsible for providing a main power source to the crane unless explicitly stated in the agreement. If Patriot is tasked with providing the main power source, Patriot will bring in a licensed electrician. All associated costs, including labor, materials, and any necessary permits, will be billed to the Customer accordingly; and Customer will pay for such costs pursuant to Paragraph 5.
  2. Concealed or Unknown Conditions. In the performance of the Work, if Patriot encounters conditions at the Work site that are (i) subsurface or otherwise concealed physical conditions that differ materially from those indicated on drawings expressly incorporated herein or (ii) unknown physical conditions of an unusual nature that differ materially from those conditions ordinarily found to exist and generally recognized as inherent in construction activities of the type and character as the Work, Patriot shall notify Customer of such conditions promptly, prior to continuing the Work. If such conditions differ materially and cause an increase in Patriot’s cost of, or time required for, performance of any part of the Work, Patriot shall be entitled to, and Customer shall consent by new Purchase Order/Change Order to, an equitable adjustment in the Contract Price, contract time, or both; and Customer will pay for such costs pursuant to Paragraph 5.
  3. Pre-Existing Conditions.
    1. Patriot is not liable for any claims, damages, losses, or expenses, arising from or related to conditions that existed in, on, or upon the Work site before the Commencement Date of this Agreement (“Pre-Existing Conditions”), including, without limitation, damages, losses, or expenses involving Pre-Existing Conditions. Additionally, Patriot is not liable for any claims, damages, losses, or expenses, arising from or related to work done by or services provided by individuals or entities that are not employed by or hired by Patriot.
    2. Verification of Equipment Compatibility. Customer is responsible for ensuring that the building structure, crane runway, footings/foundation, and power source are suitable for the proposed equipment, meeting all relevant specifications and codes.
    3. Requirements for Runway Beams and Rails. Runway beams and/or rails, whether existing or not installed by Patriot, must adhere to specified tolerances. Failure to comply may impact equipment functionality, with no warranty provided. Patriot is not liable or responsible for, and Customer will indemnify and hold Patriot harmless for, any claims or damages caused by failure to adhere to said requirements.
  4. Asbestos and Hazardous Materials. Patriot’s Work and other services in connection with this Agreement expressly excludes any identification, abatement, cleanup, control, disposal, removal or other work connected with asbestos, polychlorinated biphenyl (“PCB”), or other hazardous materials (hereinafter, collectively, “Hazardous Materials”). Customer warrants and represents that, except as set forth in a writing signed by Patriot, there are no Hazardous Materials on the Work site that will in any way affect Patriot’s Work and Customer has disclosed to Patriot the existence and location of any Hazardous Materials in all areas within which Patriot will be performing the Work. Should Patriot become aware of or suspect the presence of Hazardous Materials, Patriot may immediately stop work in the affected area and shall notify Customer. Customer will be exclusively responsible for taking any and all action necessary to correct the condition in accordance with all applicable laws and regulations. Customer shall be exclusively responsible for and, to the fullest extent permitted by law, shall indemnify and hold harmless Patriot (including its employees, agents and subcontractors) from and against any loss, claim, liability, fees, penalties, injury (including death) or liability of any nature, and the payment thereof arising out of or relating to any Hazardous Materials on or about the Work site, not brought onto the Work site by Patriot. Patriot shall be required to resume performance of the Work in the affected area only in the absence of Hazardous Materials or when the affected area has been rendered harmless. In no event shall Patriot be obligated to transport or handle Hazardous Materials, provide any notices to any governmental agency, or examine the Work site for the presence of Hazardous Materials.
  5. Force Majeure. 
    1. Patriot’s duty to perform under this Agreement is contingent upon the non-occurrence of an Event of Force Majeure. If Patriot shall be unable to carry out any material obligation under this Agreement due to an Event of Force Majeure, this Agreement shall at Patriot’s election (i) remain in effect but Patriot’s obligations shall be suspended until the uncontrollable event terminates or (ii) be terminated upon 10 days’ notice to Customer, in which event Customer shall pay Patriot for all parts of the Work furnished to the date of termination; and Customer will pay for such costs pursuant to Paragraph 5. 
    2. An “Event of Force Majeure” shall mean any cause or event beyond the control of Patriot. Without limiting the foregoing, “Event of Force Majeure” includes: acts of God; governmental shutdown; acts of terrorism, war or the public enemy; flood; earthquake; tornado; storm; fire; civil disobedience; pandemic; insurrections; riots; labor disputes; labor or material shortages; sabotage; restraint by court order or public authority (whether valid or invalid), and action or non-action by or inability to obtain or keep in force the necessary governmental authorizations, permits, licenses, certificates or approvals if not caused by Patriot; and the requirements of any applicable government in any manner that diverts either the material or the finished product to the direct or indirect benefit of the government.
  6. Customer’s Breach. Each of the following events or conditions shall constitute a breach by Customer and shall give Patriot the right, without an election of remedies, to terminate this Agreement or suspend performance by delivery of written notice: (1) Any failure by Customer to pay amounts when due; or (2) any general assignment by Customer for the benefit of its creditors, or if Customer becomes bankrupt or insolvent or takes the benefit of any statute for bankrupt or insolvent debtors, or makes or proposes to make any proposal or arrangement with creditors, or if any steps are taken for the winding up or other termination of Customer or the liquidation of its assets, or if a trustee, receiver, or similar person is appointed over any of the assets or interests of Customer; (3) Any representation or warranty furnished by Customer in this Agreement is false or misleading in any material respect when made; or (4) Any failure by Customer to perform or comply with any material provision of this Agreement. Customer shall be liable to Patriot for all Work furnished to date and all damages sustained by Patriot (including lost profit and overhead)
  7. Indemnity. To the fullest extent permitted by law, Patriot and Customer shall indemnify, defend and hold harmless each other from any and all claims, actions, costs, expenses, damages and liabilities, including reasonable attorneys’ fees, resulting from death or bodily injury or damage to real or tangible personal property, to the extent caused by the negligence or misconduct of their respective employees or other authorized agents in connection with their activities within the scope of this Agreement. Neither party shall indemnify the other against claims, damages, expenses or liabilities to the extent attributable to the acts or omissions of the other party. If the parties are both at fault, the obligation to indemnify shall be proportional to their relative fault. The duty to indemnify will continue in full force and effect, notwithstanding the expiration or early termination hereof, with respect to any claims based on facts or conditions that occurred prior to expiration or termination. The foregoing notwithstanding, in no event shall Patriot’s liability exceed the entire amount paid to Patriot under this Agreement.
  8. Limitation of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY, IN NO EVENT SHALL PATRIOT BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT CONSEQUENTIAL, OR PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION BUSINESS INTERRUPTION, LOST DATA, LOST REVENUE, LOST PROFITS, LOST DOLLAR SAVINGS, OR LOST ENERGY USE SAVINGS, INCLUDING CONTAMINANTS LIABILITIES, EVEN IF A PARTY HAS BEEN ADVISED OF SUCH POSSIBLE DAMAGES OR IF SAME WERE REASONABLY FORESEEABLE AND REGARDLESS OF WHETHER THE CAUSE OF ACTION IS FRAMED IN CONTRACT, NEGLIGENCE, ANY OTHER TORT, WARRANTY, STRICT LIABILITY, OR PRODUCT LIABILITY). In no event will Patriot’s liability in connection with the performance of the Work or otherwise under this Agreement exceed the entire amount paid to Patriot by Customer under this Agreement.
  9. Limited Warranty. 
    1. Scope of Warranty. Warranty coverage is exclusively provided for parts, cranes, equipment, and services supplied by Patriot. Determination of warranty eligibility for labor and parts is solely at the discretion of Patriot. Any evidence of misuse or abuse identified by our Technicians will void the warranty. Acts of God, accidental damage, failure to maintain pursuant to Patriot’s recommended maintenance, and environmental damages are not covered under warranty and are considered disqualifiers for warranty coverage.
    2. Warranty Period: For repairs and new component installations performed by Patriot, a warranty period of 30 days from the date of completion shall apply. New cranes supplied by Patriot come with a 1-year limited warranty from the date of installation or delivery, whichever occurs first.
    3. Substantial completion shall be the earlier of the date that the Work is sufficiently complete so that the Work can be utilized for its intended use or the date that Customer receives beneficial use of the Work.
    4. If such defect is discovered within the Warranty Period, Patriot will correct the defect or furnish replacement equipment (or, at its option, parts therefore. Parts furnished may or may not be original Equipment Manufacturer parts, at Patriot’s sole discretion) and, if said equipment was installed pursuant hereto, labor associated with the replacement of parts or equipment not conforming to this Limited Warranty. Defects must be reported to Patriot within the Warranty Period. 
    5. Exclusions from this Limited Warranty include damage or failure arising from: wear and tear; corrosion, erosion, deterioration; Customer’s failure to follow the Patriot-provided maintenance plan; and modifications made by others to the equipment. 
    6. Additionally, if Customer’s purchases parts from Patriot but does not use and/or install them within the 30-day warranty period, no warranty is provided. Parts left on the shelf and not used may begin to deteriorate and Patriot is not liable for said deterioration or damages caused therefrom.
    7. Notwithstanding the foregoing, all warranties provided herein terminate upon termination or cancellation of this Agreement. 
    8. No warranty liability whatsoever shall attach to Patriot until the Work has been paid for in full and then said liability shall be limited to the lesser of Patriot’s cost to correct the defective Work and/or the purchase price of the equipment shown to be defective; in no event shall Patriot’s liability exceed the entire amount paid to Patriot under this Agreement. Equipment, material and/or parts that are not manufactured by Patriot (“Third-Party Product(s)” are not warranted by Patriot and may have such warranties as may be extended by the respective manufacturer. 
    9. CUSTOMER UNDERSTANDS THAT PATRIOT IS NOT THE MANUFACTURER OF ANY THIRD-PARTY PRODUCT(S) AND ANY WARRANTIES, CLAIMS, STATEMENTS, REPRESENTATIONS, OR SPECIFICATIONS ARE THOSE OF THE THIRD-PARTY MANUFACTURER, NOT PATRIOT AND CUSTOMER IS NOT RELYING ON ANY WARRANTIES, CLAIMS, STATEMENTS, REPRESENTATIONS, OR SPECIFICATIONS REGARDING THE THIRD-PARTY PRODUCT THAT MAY BE PROVIDED BY PATRIOT OR ITS AFFILIATES, WHETHER ORAL OR WRITTEN. THE WARRANTY AND LIABILITY SET FORTH IN THIS AGREEMENT ARE IN LIEU OF ALL OTHER WARRANTIES AND LIABILITIES, WHETHER IN CONTRACT OR IN NEGLIGENCE, EXPRESS OR IMPLIED, IN LAW OR IN FACT, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND/OR OTHERS ARISING FROM COURSE OF DEALING OR TRADE. PATRIOT MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, INCLUDING WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE. 
  10. Commencement of Statutory Limitation Period. Except as to warranty claims, as may be applicable, any applicable statutes of limitation for acts or failures to act shall commence to run, and any alleged cause of action stemming therefrom shall be deemed to have accrued, in any and all events not later than the last date that Patriot or its subcontractors physically performed work on the project site.
  1. Customer Provided Equipment and Parts.
    1. If, during the course of service, inspection, or installation, a technician determines that Customer-provided equipment is inadequate or unsuitable for any reason, Patriot reserves the right to procure rental equipment at the Customer’s expense to facilitate the completion of the service or installation. If the Customer refuses equipment rental, Patriot reserves the right to refuse service, and the Customer will be billed for equipment, parts and/or labor provided up to the point of refusal of service, and Customer will pay for such costs pursuant to Paragraph 5.
    2. Should Patriot elect to bring in rental equipment, all associated costs, including rental fees, transportation, and any necessary labor, shall be the responsibility of the Customer and will be billed accordingly; and Customer will pay for such costs pursuant to Paragraph 5. Patriot will make reasonable efforts to notify the Customer of the need for rental equipment and obtain their approval pursuant to a new Purchase Order/Change Order before proceeding with any additional expenses.
    3. It is the responsibility of the Customer to ensure that all equipment provided meets the necessary specifications and requirements for the intended service or installation. Patriot shall not be liable for, and Customer shall be responsible for, any delays or additional costs incurred due to the inadequacy of Customer-provided equipment. 
    4. Parts provided by the Customer are accepted by Patriot on the condition that they are new or unused. Patriot provides no warranty on parts or labor for Customer-provided parts. By providing these parts, the Customer releases Patriot from any liability arising from lost time, damage to equipment, accidental death, or bodily harm resulting from the use of these parts; and agrees to indemnify and hold Patriot harmless for the same.
  2. Service Calls. Service calls for maintenance or repairs may be subject to separate terms and conditions and are not covered by the original Proposal. A separate Proposal will be issued to Customer which will be governed by these Terms and Conditions. Patriot reserves the right to set a minimum duration of four (4) hours for all service calls. Any additional time beyond the minimum duration will be billed accordingly. Customer will pay for any service calls pursuant to Paragraph 5.
  3. Inspection Condition Guarantee and Validity.
    1. The condition of a crane, rigging, or fixture is only guaranteed or valid during the time of inspection. Once the inspection is complete, the condition of the asset is not guaranteed or warranted by Patriot. Inspection by Patriot also does not warrant or guarantee the asset is fit for any particular purpose.
    2. Any tags or markings left on assets by Patriot do not imply that the asset is in working condition, up to code, safe, or for any particular purpose. These markings solely indicate that the asset has been inspected and logged into Patriot’s system. To verify the condition of the asset during inspection, the Customer must refer to their inspection reports provided by Patriot.
  4. General. 
    1. Except as provided below, to the maximum extent provided by law, this Agreement is made and shall be interpreted and enforced in accordance with the laws of the State of Nebraska, without regard to choice of law principles which might otherwise call for the application of a different state’s law. 
    2. Any action or suit arising out of or related to this Agreement must be commenced within one year after the cause of action has accrued. 
    3. To the extent the Work site is owned and/or operated by any agency of the Federal Government, determination of any substantive issue of law shall be according to the Federal common law of Government contracts as enunciated and applied by Federal judicial bodies and boards of contract appeals of the Federal Government. 
    4. This Agreement, the Proposal, and any Purchase Orders contain all the agreements, representations and understandings of the parties, and supersede all previous understandings, commitments or agreements, oral or written, related to the subject matter hereof. 
    5. This Agreement may not be amended, modified or terminated except by a writing signed by the parties hereto. No documents shall  be incorporated herein by reference except to the extent Patriot is a signatory thereon. 
    6. If any term or condition of this Agreement is invalid, illegal or incapable of being enforced by any rule of law, all other terms and conditions of this Agreement will nevertheless remain in full force and effect as long as the economic or legal substance of the transaction contemplated hereby is not affected in a manner adverse to any party hereto. 
    7. Customer may not assign, transfer, or convey this Agreement, or any part hereof, or its right, title or interest herein, without the written consent of the Patriot. 
    8. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of Customer’s permitted successors and assigns. 
    9. This Agreement may be executed in several counterparts, each of which when executed shall be deemed to be an original, but all together shall constitute but one and the same Agreement. A fully executed facsimile copy hereof or the several counterparts shall suffice as an original.
  5. Limitation of Liability. 
    1. Patriot shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages resulting from the use of or inability to use the equipment or services provided. 
    2. Patriot shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages not caused by Patriot, its employees, agents, or subcontractors; shall be liable only to the extent caused by Patriot, its employees, agents, or subcontractors; and in no event shall Patriot’s liability exceed the entire amount paid to Patriot under this Agreement.
    3. The Customer agrees to indemnify and hold Patriot harmless from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees arising out of or related to the services provided or any breach of these terms and conditions.