Electrofishing Principles and Safety Certification Course Agreement

Last updated: March 07, 2019

SECTION 1.0

SERVICES OFFERED

1.1 Services Offered

Whereas it is desired to have an Electrofishing Course to provide CUSTOMER a training course to educate participants about electrofishing principals, equipment, fish injury, and personal safety. The following terms and conditions are offered and set forth in this Agreement.

SECTION 2.0

GENERAL TERMS AND CONDITIONS

2.1 Course Format

The first day will be held in a classroom where the instructor will present information on electrical theory, electrofishing equipment, operation and safety, and safety techniques. The remaining day(s) will consist of field application of techniques.

2.2 Course Reservation/Attendance

a. Course held at Smith-Root, Inc. headquarters in Vancouver, Washington, USA. To reserve your attendance, fill out and submit http://www.smith-root.com/support/forms/f00210/ no less than 30 days prior to the course date. Smith-Root, Inc. reserves the right to cancel any course, which does not receive sufficient enrollment, up to 30 days prior to the course date.

b. Course organized by Smith-Root, Inc. and held at an off-site location. To reserve your attendance, fill out and submit form http://www.smith-root.com/support/forms/f00210/ no less than 45 days prior to the course date. Smith-Root, Inc. reserves the right to cancel any course up to 30 days prior to the course date.

c. Course held at your location. To reserve course dates, contact Smith-Root instructor and confirm availability. Complete agreed to contract and return a signed copy, complete with payment arrangements for the quoted cost of the course, to Smith-Root, Inc. If a purchase order or payment arrangements are not in place no less than 45 days prior to the course date, the course will not be reserved and the agreed upon dates can no longer be guaranteed.

2.3 Cancellation Policy

a. Course held at Smith-Root, Inc. headquarters in Vancouver, WA USA. CUSTOMERS who wish to cancel their reservation must do so in writing. Cancellations more than 30 days prior to the course date will receive a 90% refund, cancellations less than 30 days will not be refunded. CUSTOMERS may designate substitute attendees. "No shows" will forfeit the full course fee. Written notice of cancellation or substitution can be sent to info@smith-root.com. Smith-Root, Inc. reserves the right to cancel any course, which does not receive sufficient enrollment by 30 days prior to the course date. If the course is cancelled by Smith-Root, Inc. the CUSTOMER is entitled to a full refund of the course fee, limited to amount actually paid, and shall not be extended to cover any other costs incurred by the CUSTOMER.

b. Course organized by Smith-Root, Inc. and held at an off-site location. SRI will provide a classroom setting for instruction and a waterbody for the field portion of the class. SRI will provide electrofishing backpacks, nets, buckets, and appropriate permits for electrofishing. CUSTOMERS are responsible for bringing Lineman rubber gloves, non-breathable chest waders (with appropriate footware), and note taking materials. Customers are welcome to bring their own electrofishing equipment to the class for training purposes. SRI is not responsible for the use and condition of this equipment.

c. Course organized by you and held at your location. CUSTOMERS who wish to cancel their reservation must do so in writing. Written notice of cancellation can be sent to info@smith-root.com. If the CUSTOMER cancels the course after travel arrangements have been made the CUSTOMER agrees to pay all charges incurred including penalties as well as a 10% cancellation fee of the total purchase price. Travel arrangements are quoted at a 30-day advance purchase price.

2.4 Permit, Facility, and Equipment Requirements

a. Course held at Smith-Root, Inc. headquarters in Vancouver, WA USA. SRI will provide a classroom setting for instruction and a waterbody for the field portion of the class. SRI will provide electrofishing backpacks, nets, buckets, and appropriate permits for electrofishing. CUSTOMERS are responsible for bringing Lineman rubber gloves, non-breathable chest waders (with appropriate footware), and note taking materials. Customers are welcome to bring their own electrofishing equipment to the class for training purposes. SRI is not responsible for the use and condition of this equipment.

c. Course organized by you and held at your location. CUSTOMER will provide a classroom with sufficient space to seat all participants, a large dry erase board with appropriate writing utensils, and equipment to display a PowerPoint presentation. CUSTOMER is also responsible for providing a local stream or waterbody appropriate for the field trip portion of the course, all electrofishing equipment (backpacks, boats, nets, buckets, electrofishing control boxes, etc.) needed for the course and acquiring all necessary permits and permissions for accessing and electrofishing in said waters. CUSTOMER is to ensure that equipment is in proper functioning condition. SRI is not responsible for the use and condition of this equipment. CUSTOMERS are responsible for bringing Lineman rubber gloves, non-breathable chest waders (with appropriate footwear), life preservers, and note taking materials.

2.4.1 Insurance Requirements

If available, the CUSTOMER will provide Smith-Root, Inc. with proof of general liability insurance to cover the participants in and out of the classroom and at all times while the course is being taught. All participants are required to sign a liability waiver.

2.6 Pricing, Payment Terms and Course Date

The course fee paid by the CUSTOMER shall be the amount stated on the Smith-Root, Inc. provided course quotation as a Fixed Price, paid upon completion of the course. Any Smith-Root, Inc. travel expenses included on the course quotation are estimates only and will be paid at actual costs upon completion of the course. CUSTOMER payment terms and the course date shall be as stated on the course quotation, unless otherwise agreed in writing.

2.7 Liens

At no time may the CUSTOMER place any liens on Smith-Root, Inc.'s property whether real or personal. If necessary, Smith-Root, Inc. may file a lien to recoup funds for unpaid Work.

2.8 Change Orders

Any change orders or deviations must be approved by the CUSTOMER in writing in a timely manner, prior to proceeding with the Work. Failure to obtain CUSTOMER approval for change orders or deviations prior to initiating work may result in non-payment or refusal of the provided goods and/or services.

2.9 Equal Opportunity

Smith-Root, Inc. shall abide by the requirements of 41 CFR 60-1.4(a), 60-300.5(a) and 60-741.5(a). These regulations prohibit discrimination against qualified individuals based on their status as protected veterans or individuals with disabilities, and prohibit discrimination against all individuals based on their race, color, religion, sex, or national origin. Moreover, these regulations require that covered prime contractors and subcontractors take affirmative action to employ and advance in employment individuals without regard to race, color, religion, sex, national origin, protected veteran status or disability.

2.10 Disclosure of Information/Assignment of Intellectual Property

The CUSTOMER will be required not to disclose to third parties, without prior written permission and approval, information provided by Smith-Root, Inc. during the course of performing the Work. The work product of Smith-Root, Inc. will remain the Intellectual Property of Smith-Root, Inc., and Smith-Root, Inc. will allow the use of the work product by the CUSTOMER solely for this Agreement. The CUSTOMER shall not use the work product of Smith-Root, Inc. any other Project without the express written permission and approval of Smith-Root, Inc.

2.11 Limitation of Liability

To the fullest extent permitted by law, and not withstanding any other provision of this Agreement, the total liability, in the aggregate, of Smith-Root, Inc. and Smith-Root, Inc.'s officers, directors, partners, employees, and any of them, to the CUSTOMER and anyone claiming by or through the CUSTOMER, for any and all claims, losses, costs or damages, including attorneys' fees and costs and expert-witness fees and costs of any nature whatsoever or claims expenses resulting from or in any way related to this Agreement from any cause or causes shall not exceed the total compensation received by Smith-Root, Inc. under this Agreement. It is intended that this limitation apply to any and all liability or cause of action however alleged or arising, unless otherwise prohibited by law.

2.12 Indemnification

2.12.1 Indemnification of CUSTOMER

Smith-Root, Inc. will be required, to specifically obligate itself to CUSTOMER, jointly and severally, to indemnify them against and save them harmless from any and all claims, suits or liability for damages to property including loss of use thereof, injuries to persons, including death, and from any other claims suits or liability, to the extent caused by negligent, reckless or intentionally harmful acts or omissions of Smith-Root, Inc. or any of its officers, agents, employees or servants.

2.12.2 Indemnification of Smith-Root, Inc.

The CUSTOMER will be required, to specifically obligate itself to Smith-Root, Inc., jointly and severally, to indemnify them against and save them harmless from any and all claims, suits or liability for damages to property including loss of use thereof, injuries to persons, including death, and from any other claims suits or liability, to the extent caused by negligent, reckless or intentionally harmful acts or omissions of CUSTOMER or any of its officers, agents, employees or servants.

2.13 Severability

The partial or complete invalidity of any one or more provisions of the Agreement or the Terms and Conditions shall not affect the validity or continuing force and effect of any other provision. The failure of CUSTOMER to insist, in any one or more instances, upon the performance of any of the terms, covenants or conditions of this Agreement or the Terms and Conditions, or to exercise any right herein, shall not be construed as a waiver or relinquishment of such term, covenant, condition, or right as respects further performance.

2.14 Choice of Law

This Agreement and Terms and Conditions herein shall be governed by and construed and interpreted in accordance with the laws of the State of Washington, without reference to principles of conflict of laws.

2.15 Dispute Resolution

Any dispute or claim that arises out of or that relates to this Agreement, or to the interpretation or breach thereof, or to the existence, scope, or validity of the Terms and Conditions or this arbitration agreement, shall be resolved by binding arbitration, by filing a claim with a mutually agreed upon arbitration service in the State of Washington, and judgment upon the award rendered pursuant to such arbitration may be entered in any court having jurisdiction thereof.

2.16 Venue

All disputes in relation to this Agreement and Terms and Conditions herein shall be venued in a court with competent jurisdiction in the State of Washington.