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Fleet Service Agreement
AGREEMENT made this [Date], between [Name] of [Address], hereinafter referred to as "Company", and [Name] of [Address], hereinafter referred to as "Fleet Holder", do hereby agree:
Company shall provide regular maintenance and repair services for Fleet Holder for a period beginning on [Date] and terminating on [Date].
Fleet Holder operates the following types of vehicles:
Company shall perform all regularly scheduled mechanical maintenance as is provided for ommercial service for the vehicles in their manufacturers manuals. Fleet Holder shall deliver all vehicles to Company within [--] miles of the scheduled intervals for service.
Company shall perform regularly scheduled minor mechanical service within half [1/2] working day from delivery, and any scheduled major service within 1 working day from delivery including provision of oil, filters and other parts specified for scheduled service.
Company shall maintain complete records of all service performed and shall retain these records for a period of two years after performance and shall permit inspection of the same by Fleet Holder at all reasonable times.
Unless otherwise provided, tires and batteries shall be separately billed as required.
For the performance of the regularly scheduled service, Fleet Holder shall pay [$------] for each minor service, and [$------] for each major service.
Company will provide major and unscheduled maintenance as required by vehicle needs. Company shall bill for service as required using the Chilton manual for labor, and obtaining all parts from at their most advantageous rate.
Fleet Holder shall pay directly for parts. Company shall charge a rate of [$------] per hour for such service.
As to all services provided herein, Company shall give first priority to the work of Fleet Holder.
Unless delayed by the unavailability of parts, or by force majure, in the event that Company fails to perform major or minor service in the time specified herein, Company owner agrees to pay as liquidated damages, and not as a penalty, [--%] percentage of the average rental rate of the type of vehicle out of service per half day delay and [--%] percentage of the average rental rate per full day of delay to Fleet Holder.
The average rental rate shall be determined by obtaining the maximum allowance permitted by the United States of America for its employees for such vehicles in the same city. Such liquidated damages shall be deducted from the next monthly billing by Company.
Company shall at all times maintain garage keepers liability insurance in a minimum amount of [$------] with a carrier reasonably acceptable to Fleet Holder.
All services shall be billed monthly. Fleet Holder pay any applicable sales or use taxes.
Notices. Any notice to be given or to be served upon any party hereto must be in writing and may be given by certified or registered mail, but shall be deemed to have been given and received when a certified or registered letter containing such notice, properly addressed with postage prepaid, is deposited with U.S. Mail. If notice is given in some manner other than by certified or registered mail, it shall be deemed to have been given when delivered to and received by the party to whom it is addressed, Such notices shall be given to the parties hereto at the following addresses:
If to the Fleet Holder:
[city, state, zip]
If to the Company:
[city, state, zip]
All such notices and communications shall be deemed to have been duly given when delivered by hand, if personally delivered; (--) business days after deposit in U.S. Mail, postage prepaid, if mailed; when answered back, if faxed; and when receipt is acknowledge. Any party hereto may change its address for purposes of this paragraph by written notice given in the manner provided above.
Failure to Object Not a Waiver. The failure of a party to object to, or to take affirmative action with respect to, any conduct of the other which is in violation of the terms of this Agreement shall not be construed as a waiver of the violation or breach or of any future violation, breach, or wrongful conduct until (--) days since the wrongful act or omission to act has passed.
Unenforceable Terms. Any provision hereof prohibited or unenforceable under any applicable law of any jurisdiction shall as to such jurisdiction be ineffective without affecting any other provision of this Agreement. To the full extent, however, that the provisions of such applicable law may be waived, they are hereby waived to the end that this Agreement be deemed to be a valid and binding agreement enforceable in accordance with its terms.
Execution In Counterparts. This Agreement may be executed in several counterparts and when so executed shall constitute shall constitute one agreement binding on all the parties, notwithstanding that all the parties are not signatory to the original and same counterpart.
Incorporation By Reference. All exhibits referred to in this Agreement are incorporated herein in their entirety by such reference.
Cross-References. All cross-references in this Agreement, unless specifically directed to another agreement or document, refer to provisions in this Agreement, and shall not be deemed to be references to any overall transaction or to any other agreements or documents.
Miscellaneous Provisions. The various headings and numbers herein and the grouping of provisions of this Agreement into separate divisions are for the purpose of convenience only and shall not be considered a part hereof. The language in all parts of this Agreement shall in all cases be construed in accordance to its fair meaning as if prepared by all parties to the Agreement and not strictly for or against any of the parties.
Further Assurances. In connection with this Agreement and the transactions contemplated hereby, each party to this Agreement will execute and deliver any additional documents and perform any additional acts that may be necessary or appropriate to effectuate and perform its obligations under this Agreement and the transactions contemplated hereby.
Entire Agreement. This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.
No Assignment. Neither this agreement nor any right or interest thereunder shall be assigned in any respect whatsoever.
Exclusion of Oral Statements. This instrument contains all of the agreements of the parties. No oral or other statements shall be binding on either of the parties hereto.
Applicable Law. This Agreement shall be governed by the laws of the State of [State].
IN WITNESS WHEREOF, the parties have executed this agreement the day and year as first above written at [City], [State].
*** If Required By State Law ***
This Section for Notary:
STATE OF -------)
) ss: [date]
COUNTY OF ------)
On [Date] before me, [Name of Notary], notary, personally appeared [Name of Person(s) Involved], personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
Witness my hand and official seal.
[Name of Notary Public]
My commission expires: [date]