Snow Templates Terms & Conditions
Swinter shall provide services for Client as an independent professional. Payment to Swinter is not dependent upon the opinions or findings which Swinter renders, nor on any contractual arrangement between Client and any other person or party.
FEES: The fees for services provided by Swinter and Swinter’s staff are as follows: Contract & Storm Template Package Pricing: $499.99
Hourly Rates:
After completion of the initial purchase, as described above, Client will be billed as follows for all training and / or consulting services performed by Swinter:
Administrator: $85.00 / Hour – ¼ hour minimum
Account Manager: $100.00 / Hour – ¼ hour minimum
Certified Snow Professional: $150.00 / Hour – ¼ hour minimum
Should Client elect to use SG Advantage software the terms, conditions, and pricing of said usage will be determined upon Client’s online registration and shall not be governed by this Agreement.
Expense Reimbursement:
Expenses incurred by Swinter NOT associated with initial enrollment as outlined above shall be reimbursed by Client as follows:
General Terms and Conditions
QUALIFICATIONS: Client has had the opportunity to investigate and verify Swinter’s credentials and agrees that Swinter is qualified to perform the services described in this agreement.
CONFIDENTIAL INFORMATION AND RESTRICTIVE COVENANTS:
Swinter and Client have invested many years and substantial cost in developing and maintaining their business operations, including but not limited to their documentation, pricing information, relationships with employees, subcontractors and vendors, and proprietary information claimed to be unique, secret, confidential, and which constitutes their exclusive property and trade secrets (all defined as “Confidential Information”). Client will become familiar with Swinter’s Confidential Information during the course of Swinter performing Services under this Agreement. Client agrees that the following restrictive covenants are reasonably necessary to protect the legitimate business interests of Swinter and to protect disclosure of Confidential Information.
Any violation of any of the above Restrictive Covenants would result in irreparable injury to Client or Swinter, entitling Swinter or Client to any and all remedies delineated in the following section. Any modifications of these Restrictive Covenants must be in writing, signed by the parties, and attached to this Agreement.
EQUITABLE REMEDIES: The parties recognize that money damages may not be an adequate remedy for any breach or threatened breach of any obligation hereunder. The parties therefore agree that in addition to any other remedies available hereunder, by law or otherwise, Swinter or Client shall be entitled, without showing or proving any actual damage sustained, to a stipulated temporary restraining order, and shall thereafter be entitled to apply for a preliminary injunction, permanent injunction, and/or order compelling specific performance to, to prevent the breach of obligations under this Agreement. In any action or proceeding brought by either party on account of such breach by the other party, the parties agree not to require the other party post a bond or prove that money damages are not an adequate remedy. Should any action be brought pursuant to this section the prevailing party shall be entitled to recover its costs and attorneys’ fees from the other party.
TERMS OF ENGAGEMENT: Client is responsible for payments to Swinter as outlined in this agreement, regardless of any arrangement Client has with any party or parties Client represents. Swinter will issue bills on a monthly basis, or whatever other interval Swinter deems appropriate. Bills are due on receipt and shall be considered delinquent if unpaid more than thirty days after their date of issuance. In the event a bill remains unpaid for sixty or more days after the date of issuance, Swinter shall have the unrestricted right to resign from performing additional services for Client. Interest shall accrue and be added to any delinquent balance at the maximum rate permitted by law. Should Swinter incur any costs in collecting unpaid invoices, Swinter shall be entitled to recover all costs and attorney’s fees from Client.
TERMINATION: It is the intention of the parties that this Agreement, and the relationship between the parties will continue in perpetuity. Either of the parties has the right to terminate this Agreement at any time by giving thirty (30) days written notice to the other. This Agreement is subject to automatic early termination for non-payment of any invoice exceeding thirty (30) days after the due date listed on the invoice. All obligations relating to non-disclosure and non-solicitation will survive the termination of this Agreement. Termination of this Agreement will be without prejudice to the terminating party’s rights or remedies under this Agreement, whether at law or in equity.
CHOICE of LAW and JURISDICTION: This agreement shall be interpreted under the laws of the state of Missouri. Any litigation under this agreement shall be resolved in the trial courts of Saint Louis or Saint Charles County in the State of Missouri. Should any action be brought, Swinter shall be entitled to recover its costs and attorney’s fees from the other party.
SERVICES: Swinter will render services and advice to Client. Swinter has the right to refuse to accept any new projects proposed by Client. Swinter shall be free to work at such locations and times as he/she chooses, but shall be required to meet any deadlines agreed to by Swinter and Client.
CLIENT RESPONSIBILITIES: Client’s duties specifically include, but are not limited to:
LATE CHARGES: Late payments are subject to a monthly late charge equal to the maximum late penalty as permitted by law.
INDEMNIFICATION: Swinter Group, Inc. shall be indemnified and held harmless from and against any and all losses, expenses, damages, liabilities, and obligations, including, without limitation, reasonable court costs and attorneys’ fees (collectively “Losses”) suffered or incurred by Swinter in relation to services provided to Client under this agreement, regardless that such losses are directly caused by Swinter’s gross negligence or intentional misconduct, or by Swinter’s material breach of its representations, warranties, or covenants of this agreement.
INDEPENDENT CONTRACTOR STATUS: Swinter will be an independent contractor. Swinter’s work under this Agreement shall not entitle him/her to either participate in, or receive any benefits under, any benefit plan of Client, even if in the future Swinter is reclassified from independent contractor to employee status. However, this provision will not affect any benefits to which Swinter is already entitled by virtue of his/her previous employment by Client (if any). Swinter will be solely responsible for payment of all income taxes, self- employment taxes, and any other taxes on payments to Swinter under this Agreement, and Swinter will indemnify Company from any liability relating to such taxes.
NO THIRD-PARTY BENEFICIARY: It is the explicit intention of the parties hereto, that no person or entity other than the parties and their respective successors and assigns is or shall be entitled to bring any action to enforce any provision of this Agreement against either of the parties.
CONFLICTS: Swinter will not directly or indirectly disclose to Client, or induce Client to use, any secret or confidential information, ideas, or material belonging to another. Swinter represents and warrants that he/she is not under any obligation to anyone else which Client might consider to be a conflict of interest with this Agreement, or which imposes any restrictions on his/her rendering service hereunder, and that no such obligations will arise during the term of this Agreement.
Disclaimer: Neither Swinter Group, Inc., nor SG Advantage, LLC provide legal advice, consultation or legal services in any way. All information, advice, or communications from this web site are informational only and should not be construed as legal advice in any fashion. Any users of this site or associated services should consult with independent legal counsel for legal advice. All information, written or verbal, obtained by any user of this site or associated services is subject to our Terms of Service.
FEES: The fees for services provided by Swinter and Swinter’s staff are as follows: Contract & Storm Template Package Pricing: $499.99
Hourly Rates:
After completion of the initial purchase, as described above, Client will be billed as follows for all training and / or consulting services performed by Swinter:
Administrator: $85.00 / Hour – ¼ hour minimum
Account Manager: $100.00 / Hour – ¼ hour minimum
Certified Snow Professional: $150.00 / Hour – ¼ hour minimum
Should Client elect to use SG Advantage software the terms, conditions, and pricing of said usage will be determined upon Client’s online registration and shall not be governed by this Agreement.
Expense Reimbursement:
Expenses incurred by Swinter NOT associated with initial enrollment as outlined above shall be reimbursed by Client as follows:
- Travel by vehicle: 1.2 times the published IRS Vehicle Mileage Rate per mile
- Travel by air:
- Swinter may travel by either private or commercial aircraft.
- For commercial aircraft, Swinter shall purchase, and client shall reimburse Swinter for refundable, first-class tickets on American Airlines.
- For private aircraft, Client shall reimburse Swinter for the costs of aircraft rental and crew costs, not to exceed 110% of refundable first-class tickets on American Airlines.
- Swinter may travel by either private or commercial aircraft.
- Lodging: For any travel of more than sixty (60) miles from Swinter’s office, Swinter shall be reimbursed for the cost of lodging. Lodging shall be at an IHG hotel/resort or similar.
- When traveling, Client shall pay $130.00 per day per diem per Swinter staff member traveling.
- Car Rental: Swinter shall be reimbursed for the cost of a mid-sized SUV rental and any associated expenses.
- Any other expenses shall be reimbursed by Client.
General Terms and Conditions
QUALIFICATIONS: Client has had the opportunity to investigate and verify Swinter’s credentials and agrees that Swinter is qualified to perform the services described in this agreement.
CONFIDENTIAL INFORMATION AND RESTRICTIVE COVENANTS:
Swinter and Client have invested many years and substantial cost in developing and maintaining their business operations, including but not limited to their documentation, pricing information, relationships with employees, subcontractors and vendors, and proprietary information claimed to be unique, secret, confidential, and which constitutes their exclusive property and trade secrets (all defined as “Confidential Information”). Client will become familiar with Swinter’s Confidential Information during the course of Swinter performing Services under this Agreement. Client agrees that the following restrictive covenants are reasonably necessary to protect the legitimate business interests of Swinter and to protect disclosure of Confidential Information.
- Non-Disclosure. Client and Swinter agree to maintain the confidentiality of the Confidential Information and to use the Confidential Information only to the extent necessary for legitimate business uses in connection with this Agreement. During the term of this Agreement and following its termination, Client and Swinter agree not to disclose Confidential Information in any manner whatsoever to any person, firm, corporation, association or other entity for any reason or other purpose whatsoever. Client and Swinter shall take commercially reasonable security precautions to prevent the unauthorized use and disclosure of Confidential Information. Neither Client or Swinter shall permit unauthorized access to the Confidential Information.
- Non-Solicitation. During the term of this Agreement, and for a period of five (5) years following termination of this Agreement (for any reason), Client and Swinter shall not:
- Employ, attempt to employ, or solicit for employment either themselves or through any other person or entity, any employee, client, subcontractor, vendor or otherwise of either party.
- Encourage any client, employee, subcontractor or any other person or entity to end their relationship or stop doing business with either party or help any person or entity to do so.
- Solicit or attempt to solicit or obtain business or trade from any of either party’s employees, subcontractors, clients, or vendors who worked with or for either party within one hundred (100) miles of the addresses listed on this agreement.
Any violation of any of the above Restrictive Covenants would result in irreparable injury to Client or Swinter, entitling Swinter or Client to any and all remedies delineated in the following section. Any modifications of these Restrictive Covenants must be in writing, signed by the parties, and attached to this Agreement.
EQUITABLE REMEDIES: The parties recognize that money damages may not be an adequate remedy for any breach or threatened breach of any obligation hereunder. The parties therefore agree that in addition to any other remedies available hereunder, by law or otherwise, Swinter or Client shall be entitled, without showing or proving any actual damage sustained, to a stipulated temporary restraining order, and shall thereafter be entitled to apply for a preliminary injunction, permanent injunction, and/or order compelling specific performance to, to prevent the breach of obligations under this Agreement. In any action or proceeding brought by either party on account of such breach by the other party, the parties agree not to require the other party post a bond or prove that money damages are not an adequate remedy. Should any action be brought pursuant to this section the prevailing party shall be entitled to recover its costs and attorneys’ fees from the other party.
TERMS OF ENGAGEMENT: Client is responsible for payments to Swinter as outlined in this agreement, regardless of any arrangement Client has with any party or parties Client represents. Swinter will issue bills on a monthly basis, or whatever other interval Swinter deems appropriate. Bills are due on receipt and shall be considered delinquent if unpaid more than thirty days after their date of issuance. In the event a bill remains unpaid for sixty or more days after the date of issuance, Swinter shall have the unrestricted right to resign from performing additional services for Client. Interest shall accrue and be added to any delinquent balance at the maximum rate permitted by law. Should Swinter incur any costs in collecting unpaid invoices, Swinter shall be entitled to recover all costs and attorney’s fees from Client.
TERMINATION: It is the intention of the parties that this Agreement, and the relationship between the parties will continue in perpetuity. Either of the parties has the right to terminate this Agreement at any time by giving thirty (30) days written notice to the other. This Agreement is subject to automatic early termination for non-payment of any invoice exceeding thirty (30) days after the due date listed on the invoice. All obligations relating to non-disclosure and non-solicitation will survive the termination of this Agreement. Termination of this Agreement will be without prejudice to the terminating party’s rights or remedies under this Agreement, whether at law or in equity.
CHOICE of LAW and JURISDICTION: This agreement shall be interpreted under the laws of the state of Missouri. Any litigation under this agreement shall be resolved in the trial courts of Saint Louis or Saint Charles County in the State of Missouri. Should any action be brought, Swinter shall be entitled to recover its costs and attorney’s fees from the other party.
SERVICES: Swinter will render services and advice to Client. Swinter has the right to refuse to accept any new projects proposed by Client. Swinter shall be free to work at such locations and times as he/she chooses, but shall be required to meet any deadlines agreed to by Swinter and Client.
CLIENT RESPONSIBILITIES: Client’s duties specifically include, but are not limited to:
- Promptly providing Swinter with copies of, or access to, all non-privileged, arguably relevant documents and information relevant to Swinter’s work.
- Being available as reasonably requested to meet with and review services and advice provided by Swinter.
- Promptly notify Swinter of deadline dates.
LATE CHARGES: Late payments are subject to a monthly late charge equal to the maximum late penalty as permitted by law.
INDEMNIFICATION: Swinter Group, Inc. shall be indemnified and held harmless from and against any and all losses, expenses, damages, liabilities, and obligations, including, without limitation, reasonable court costs and attorneys’ fees (collectively “Losses”) suffered or incurred by Swinter in relation to services provided to Client under this agreement, regardless that such losses are directly caused by Swinter’s gross negligence or intentional misconduct, or by Swinter’s material breach of its representations, warranties, or covenants of this agreement.
INDEPENDENT CONTRACTOR STATUS: Swinter will be an independent contractor. Swinter’s work under this Agreement shall not entitle him/her to either participate in, or receive any benefits under, any benefit plan of Client, even if in the future Swinter is reclassified from independent contractor to employee status. However, this provision will not affect any benefits to which Swinter is already entitled by virtue of his/her previous employment by Client (if any). Swinter will be solely responsible for payment of all income taxes, self- employment taxes, and any other taxes on payments to Swinter under this Agreement, and Swinter will indemnify Company from any liability relating to such taxes.
NO THIRD-PARTY BENEFICIARY: It is the explicit intention of the parties hereto, that no person or entity other than the parties and their respective successors and assigns is or shall be entitled to bring any action to enforce any provision of this Agreement against either of the parties.
CONFLICTS: Swinter will not directly or indirectly disclose to Client, or induce Client to use, any secret or confidential information, ideas, or material belonging to another. Swinter represents and warrants that he/she is not under any obligation to anyone else which Client might consider to be a conflict of interest with this Agreement, or which imposes any restrictions on his/her rendering service hereunder, and that no such obligations will arise during the term of this Agreement.
Disclaimer: Neither Swinter Group, Inc., nor SG Advantage, LLC provide legal advice, consultation or legal services in any way. All information, advice, or communications from this web site are informational only and should not be construed as legal advice in any fashion. Any users of this site or associated services should consult with independent legal counsel for legal advice. All information, written or verbal, obtained by any user of this site or associated services is subject to our Terms of Service.