Contractor Terms & Conditions

1. Payment Terms

Invoices are due 15 calendar days after the invoice date. A deposit of 50% of the estimated contract amount is required before work begins, unless a different deposit is expressly configured in your project terms. Failure to remit the required deposit authorizes VRC to decline or postpone scheduling without liability. Customer agrees that time is of the essence with respect to all payment obligations.

2. Interest on Unpaid Balances

Invoices are due 15 calendar days after the invoice date. Unpaid principal begins accruing simple interest on day 16 at 1.5% per month (18% per year), calculated daily, or the maximum lawful rate if lower. Partial payments will be applied as allowed by law. Interest does not compound.

3. Collection Costs & Attorney Fees

In the event VRC must engage legal counsel, a collection agency, or any other third party to recover any unpaid balance, Customer shall be liable for all collection costs, court costs, filing fees, and reasonable attorney fees actually incurred by VRC, as authorized by C.R.S. §13-17-102. This provision applies to pre-litigation collection efforts as well as any judicial proceeding.

4. Mechanic's Lien Rights

VRC expressly reserves all mechanic's lien rights under C.R.S. §38-22-101 et seq. Customer is hereby on notice that failure to pay any amount due may result in a mechanic's lien being recorded against the subject property. For residential owner-occupied property, VRC's lien must be filed within 2 months after the last date work is performed; for all other property, within 4 months. Customer shall not encumber, transfer, or convey the property while any balance owed to VRC remains outstanding. If Customer does so in breach of this provision, VRC may, at its election, declare all amounts owed immediately due and payable.

5. Right to Stop Work

VRC reserves the right to immediately suspend all work upon any missed payment, returned check, or declined payment instrument, without liability to Customer for any resulting project delay, increased material or labor costs, or consequential damages of any kind. Suspension of work is not a waiver of VRC's right to payment for work already performed. Work will resume only upon receipt of all past-due amounts plus a written cure agreement acceptable to VRC.

6. Change Orders & Scope Limitation

No work outside the scope expressly described in the applicable estimate, work authorization, or invoice will be performed without a written change order signed by both parties. Verbal authorizations, text messages, or emails requesting additional work do not bind VRC to perform such work or alter any agreed price. Estimates are good-faith projections based on information available at the time of preparation; hidden conditions, code-required upgrades, or Customer-requested changes may require a written change order before VRC is obligated to proceed.

7. Material Price Escalation

If the cost of materials required for any project increases more than 5% after the estimate acceptance date or work commencement date, whichever is earlier, due to market conditions, supply-chain disruptions, tariffs, or manufacturer price increases, VRC will notify Customer in writing of the increased cost. A written change order executed by both parties is required before VRC is obligated to proceed with the affected scope of work.

8. Force Majeure

VRC is not liable for any delay or failure to perform caused by weather events, natural disasters, acts of God, supply-chain disruptions, labor shortages or strikes, government orders, regulations or declarations, pandemics, or any other event or circumstance beyond VRC's reasonable control. Any project schedule or completion date communicated by VRC is a good-faith estimate only and is not a guarantee of completion by any particular date. In the event of a force majeure delay, VRC's performance obligations are extended for a period equal to the duration of the event.

9. Governing Law & Venue

This agreement and all related documents are governed by and construed in accordance with the laws of the State of Colorado, without regard to its conflict-of-law provisions. Any dispute arising out of or related to any estimate, work authorization, invoice, or these terms shall be resolved exclusively in the Colorado District Court for the county in which the subject property is located (defaulting to Montrose County if the property location cannot be determined). Customer irrevocably submits to the personal jurisdiction of such court and waives any objection to venue or inconvenient forum.

10. Personal Guarantee

If the contracting party is a business entity — including but not limited to a limited liability company (LLC), corporation, partnership, or trust — the individual who executes any estimate, work authorization, or other agreement with VRC on behalf of that entity personally and unconditionally guarantees all payment obligations of the entity, jointly and severally with the entity. This personal guarantee is a material inducement to VRC's agreement to perform work and shall survive any dissolution, bankruptcy, or reorganization of the entity.

11. Electronic Acceptance

Acceptance by email, text message, electronic signature, digital confirmation, payment of any deposit, or commencement of work constitutes full and binding acceptance of these Terms & Conditions and is legally equivalent to a handwritten signature under:

• The federal Electronic Signatures in Global and National Commerce Act (E-SIGN Act), 15 U.S.C. §7001 et seq.; and
• The Colorado Uniform Electronic Transactions Act (UETA), C.R.S. §24-71.3-101 et seq.

No physical signature is required to create a binding and enforceable agreement with VRC.

12. Warranty Disclaimer

VRC warrants its workmanship against defects for a period of one (1) year from the date of substantial completion of the relevant scope of work. This warranty covers defects in VRC's workmanship only and does not cover:

• Pre-existing conditions present before VRC commenced work;
• Materials supplied by Customer or third parties not engaged by VRC;
• Damage caused by third parties, weather events, or acts of God after completion;
• Normal wear and tear;
• Conditions arising from Customer's failure to maintain the property.

Manufacturer warranties on materials and equipment are passed through to Customer to the extent permitted by the manufacturer. VRC makes no warranties beyond those expressly stated herein. VRC's liability under this warranty is limited to the repair or replacement (at VRC's election) of defective workmanship and does not include consequential, incidental, or special damages.

13. Entire Agreement

These Terms & Conditions, together with any written estimate, work authorization, invoice, and written change orders issued by VRC to Customer, constitute the entire agreement between VRC and Customer with respect to the subject matter thereof. All prior or contemporaneous oral representations, negotiations, proposals, and understandings are superseded and are not binding on VRC. No modification of these terms shall be effective unless made in writing and signed by an authorized representative of VRC. If any provision of these terms is held invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

14. SMS Notification Program

Valley Restoration & Construction offers an optional SMS/text message program ("Work Alerts") for employees and managers who use the VRC Employee Portal. Work Alerts notify the enrolled user about operational matters they are directly responsible for, such as vehicle maintenance requests, equipment issues, and job or equipment assignments forwarded to them. This program is not used for marketing or promotional messages.

Message frequency varies and is driven entirely by your work activity — you will receive a message only when there is a relevant alert to send you. There is no fixed or recurring message schedule.

Message and data rates may apply, depending on your mobile carrier and plan.

You may opt out of Work Alerts at any time by replying STOP to any message you receive, or by turning off the toggle in your Employee Portal Notification Settings. After opting out, you will receive one final confirmation message. For help, reply HELP to any message, or contact us at (970) 964-4437 or info@valleydrc.com.

Consent to receive Work Alerts is not a condition of employment, of using the Employee Portal, or of receiving any VRC service. You may use the Employee Portal fully whether or not you opt in.