EXHIBIT 10.1
[LETTERHEAD OF GROVE SCIENTIFIC APPEARS HERE]
April 7, 1998
Xx. Xxxxxx X. Xxxxxxxx, XXX
Xxxxxxxx Equipment & Engineering Co.
P.O. Box 593243
Orlando, Florida 32859-3243
Re: Agreement for Retained Services
Dear Xxxxx,
Grove Scientific & Engineering Company (GSE) is submitting this contract for
retained consulting services. The Scope of work is as follows:
. Provide support services for proposals; assist with incinerator and thermal
oxidizer sizing and specifications, regulatory issues, engineering design,
and other related services.
GSE will invoice Xxxxxxxx $2000.00 per month and provide a job cost detail and
account summary. Xxxxxxxx will reimburse GSC for the additional costs above the
retainer amount as contracts are awarded.
If this proposal is acceptable to Xxxxxxxx Equipment & Engineering Co., please
sign the attached contract and return one copy for our files.
Sincerely,
Grove Scientific Company
/s/ Xxxxx X. Xxxxxxx
Xxxxx X. Xxxxxxx, C.E.P., Q.E.P.
President
BAF:bf
Enclosure
CONTRACT
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This contract between Grove Scientific Company (hereinafter referred to as
"Grove"), and Xxxxxxxx Equipment & Engineering Co. (hereinafter referred to as
"Client") is written confirmation and acceptance of our agreement hereinafter
referred to as this "Agreement") whereby Client has retained Grove to perform
the scope of services as set forth in the attached letter agreement, dated April
7, 1998 to Xxxxxx X. Xxxxxxxx (hereinafter referred to as "Addendum").
This Agreement acknowledges that Grove shall charge Client for services
performed by Grove according to the Rate Schedule on the reverse side of this
contract and the terms set forth in the attached Addendum. In addition, Client
is responsible for any direct charges and out-of-pocket costs incurred by Xxxxx
in the course of the work performed for Client. These costs include, but are not
limited to, long distance telephone charges, photocopying, postage, shipping
charges, travel expenses and analytical laboratory expenses.
Grove will prepare and send an invoice to Client monthly. Client shall pay
for the work performed by Xxxxx upon receipt of an invoice from Grove. All
unpaid invoices outstanding for more than thirty (30) days are subject to
interest at a rate of 1.5% per month or 18% annual percentage rate (APR). If
client disagrees with the amount of an invoice, Client shall notify Grove
within ten (10) working days or Client waives any complaint regarding the
invoice.
In the unlikely event that Xxxxx must pursue collection efforts of an
outstanding amount due Grove, Client agrees to pay the total cost incurred by
Xxxxx for collecting said debt, including attorneys' fees incurred prior to and
as a result of filing suit. Venue for any action under this Agreement shall be
Orange County, Florida.
The payment and collection terms of this Agreement shall remain in full
force and effect for any services additional to those set forth in the scope of
services in the attached Addendum, which Grove may perform for Client in the
future, unless otherwise agreed to in writing.
Client understands that this Agreement is for consulting services to be
performed by Grove in accordance with the scope of services set forth in the
attached Addendum. Client further understands that the report or information
generated by Grove arising from this Agreement is intended only for use by
Client unless otherwise agreed to in writing by Grove.
In performing the scope of services set forth in the attached Addendum,
Xxxxx does not assume any of the legal responsibilities as between any
architect, engineers, contractor, or owner. Any opinion rendered by Xxxxx is not
intended to be legal opinion or conclusion. Furthermore, Grove does not warrant
any representation or opinions, either expressed or implied, rendered by Grove
arising from this Agreement.
Client shall protect and indemnify Grove against any loss or damages
suffered by anyone arising through the negligence or misrepresentations of
Client, or those employed by Client or agents of Client, and Client shall bear
any expenses including attorney's fees which Grove may have or incur by reason
of Client's negligence or misrepresentation.
If the terms set forth herein accurately reflect the agreement between
Grove and client and are acceptable to Client, please sign this Agreement where
indicated and return the original Agreement in the enclosed self-addressed
stamped envelope. A copy of this Agreement is enclosed for your records. Upon
receipt of this Agreement, Grove shall proceed immediately as stated in the
attached Addendum.
Xxxxx appreciates the opportunity to be of service and looks forward to
working with you.
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The terms of this Agreement are acknowledged and accepted.
Client Grove Scientific Company
Xxxxxx X. Xxxxxxxx, President /s/ Xxxxx X. Xxxxxxx
By: --------------------------- By: ---------------------------
Print Name and Title Xxxxx X. Xxxxxxx, C.E.O.,
G.E.P., President
/s/ Xxxxxx X. Xxxxxxxx April 7, 1998
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Signature Date
[COMPANY NAME APPEARS HERE]
of ---------------------------
Company Name
4-13-98
---------------------------
Date
