Terms & Conditions
YELLOW HAT FIRE LLC
TERMS & CONDITIONS
1. Description of Services and Sales: Yellow Hat Fire LLC, a California limited liability company (hereinafter referred to as “Company”) provides fire protection, safety, and first aid products, equipment, rentals, and related services, including but not limited to inspections, maintenance, testing, repairs, recharges, hydrotesting, refilling, installations, replacements, deliveries, pickups, shop work, field work, counter sales, walk-in transactions, on-site sales, and other work performed at the Company’s shop, at Customer’s location, or at any other authorized location (collectively, the “Services”). These Terms & Conditions apply to all such sales, rentals, loaners, deliveries, pickups, and Services unless otherwise agreed by Company in a separate writing signed by Company.
2. Duties of Company: Company shall perform all duties in conformity with a commercially reasonable standard of care, including using trained personnel, proper tools and equipment to perform Services.
3. Duties of Customer: Customer (hereinafter referred to as “Customer”) shall pay Company for Services in accordance with the Company’s Terms and Conditions, Invoices, Signed Proposals, Estimates, Quotes, Bids, Reports or Work Orders (hereinafter referred to as “Agreement”). Customer shall keep information relating to this Agreement confidential. Customer shall pay attorney’s fees and costs to Company in the event that Company has to enforce the terms of this Agreement [Civil Code Section 1717]. Customer shall promptly notify Company within a reasonable time (not to exceed one (1) hour where feasible) in the event that the equipment, products, monitoring or systems are: not working, activated, discharged, displaced, obstructed, tampered with, or vandalized because of fire, water or for any other reason. Customer shall provide Company reasonable and safe access to all equipment on premises. Customer shall immediately notify Company if there are any changes in building structure, room format/structure, relocation of entire business or relocation of equipment, product or systems. Customer acknowledges its responsibility to make sure all State/Federal/County/City and any other required services are performed on equipment, products or systems at the required intervals. Customer is responsible for contacting Company to schedule all required services prior to the due date of the service(s). Customer acknowledges its legal responsibility to provide fire extinguisher training and other fire-related training to its employees authorized to use said equipment. Customer also acknowledges that the State Fire Marshal requires portable fire extinguishers to be inspected at least monthly by the Customer, building owner, occupant or an authorized agent and annually by a licensed concern. Fire Sprinkler Systems are required to be inspected every three months by the Customer, building owner, occupant or an authorized agent and annually by a licensed Concern. Exit Signs and Emergency Lighting shall be inspected at least monthly by the Customer, building owner, occupant or an authorized agent and annually by a licensed concern. Fire Sprinkler Systems, Fire Alarm Systems, Exit Sign/Emergency Lights, Fire Systems must be inspected annually by a licensed company. Additionally, Pre-Engineered Fire Systems are required to be inspected every six months by a licensed company. Inspection records must be recorded and maintained by the Customer at required intervals. Customer agrees to provide all records to Company upon request. Customer acknowledges that they were provided a manual for any new fire extinguishers or equipment provided by the Company. Customer has the right to retain all replaced parts and equipment at the time of service upon request. If Customer does not request replaced parts and equipment, Company will remove for disposal, recycling or other purposes and Customer relinquishes all rights to these items. Prior to signing invoice and/or Company Technician leaving the premises, Customer is responsible for verifying the following: 1) that all equipment, products and systems serviced, repaired, or installed by Company are in proper working order, 2) that all water supply control valve(s) have been left in “Open” position, and 3) that the Alarm Monitoring Company has been taken off of “Test” mode and put in “Active” mode. Customer to confirm that Customer site(s) meet all codes and requirements with Fire Department, Federal, State, County, City, any Authority Having Jurisdiction (AHJ), Manufacturer of Equipment being protected and Insurance Company to confirm that Customer site(s) are adequately protected with regards to Services. All Architectural Building Plans submitted by Customer to Company shall be the most current building layout, design and format. Customer is solely responsible for ensuring code and safety compliance with all applicable regulations and requirements (Federal, State, County, City, AHJ) to the fullest extent permitted by law, except as expressly agreed in writing.
4. Fire Sprinkler Service Exclusions: The following are excluded from Services, unless noted on the signed quote: Plans, submittals, city fees, permits and inspections. The following are also excluded from Services, Working in areas with hazardous material, as defined by OSHA; DSA or OSHPD approvals; Draining fire sprinkler system by any other means than open atmosphere; Any work associated with moving or protection of furniture, product, equipment, supplies; Moving of products/storage to maintain an 18” clearing; Clearing around inspectors test; Cut & Patch (including but not limited to walls, tiles, cement, asphalt, concrete, flooring, etc.); Painting or Paint Preparation; Fire watch; Man Lift; Stand by time; City shut-down; Engineer Reports; and Hydraulic calculations. Company will not assume any responsibility for the integrity of the existing Fire Sprinkler system. Components may fail as a result of testing or repairs. The following are also excluded from Services: Fire Sprinkler System Design & Layout inspection, evaluation, reports on current system and components/parts/sprinkler heads, pipes, brackets, braces, valves, FDC, pipes etc.; Reports, evaluations and/or inspections on whether your current Fire Sprinkler System has adequate fire protection coverage for the premises and meets current fire sprinkler system standards and codes.
5. Fire System, Pre-Engineered Systems, and Fire Alarm Services Exclusions: The following are excluded from Fire System, Pre-Engineered Systems, and Fire Alarm Services, unless noted on the signed quote: Plans, submittals, city fees, permits, inspections and monitoring. The following are also excluded from Services, Working in areas with hazardous material, as defined by OSHA; Any work associated with moving or protection of furniture, product, equipment, supplies; Cut & Patch (including but not limited to walls, tiles, cement, asphalt, concrete, flooring, etc.); Painting or Paint Preparation; Fire watch; Stand by time; and current Hazard Protection Reports. Company will not assume any responsibility for the integrity of the existing Fire System. Components may fail as a result of testing or repairs. The following are also excluded from Services: Fire System Design & Layout inspection and/or evaluation. Reports, evaluations and/or inspections on whether your current Fire System has adequate fire protection coverage for the premises and meets current fire system standards and codes.
6. Fire Alarm Monitoring: Alarm Monitoring Services are not provided by Company. However, Company must be notified immediately, within one hour, of an Alarm notification. All reports must be made available to Company. Customer is responsible for any charges imposed as a result of any false alarm. Company shall not be liable for any damage or loss caused by the delay or lack of response by a Fire Alarm Monitoring Company.
7. Fire Extinguisher & Equipment Exclusions: The following are excluded from Services, unless noted on the signed quote: Plans, submittals, city fees, permits and inspections. The following are also excluded from Services, Working in areas with hazardous material, as defined by OSHA; Moving of products/storage to maintain access to fire extinguisher; Cut & Patch (including but not limited to walls, tiles, cement, asphalt, concrete, flooring, etc.); Painting or Paint Preparation; Fire watch; Stand by time; and Fire Extinguisher Layout Reports. Company will not assume any responsibility for the integrity of the existing Fire Extinguishers. Components may fail as a result of testing or repairs. The following are also excluded from Services: Fire Extinguisher Design & Layout inspection, Distance Placement Evaluation; Reports, evaluations and/or inspections on whether your current Fire Extinguishers provide adequate fire protection coverage for the premises and hazards present.
8. Property Location: Company may perform Services at Customer’s location (“Property”). Customer represents and warrants that it owns, leases, manages, controls, or is otherwise authorized by the owner or lawful occupant of the Property to request and approve the Services and to bind all responsible parties to this Agreement.
If Customer is a property manager, management company, asset manager, tenant representative or other agent acting on behalf of one or more property owners, tenants, associations, or other principals, Customer represents and warrants that it has full authority to request, approve, and bind each such principal, property owner, and property to these Terms & Conditions for all estimates, sales, deliveries, pickups, inspections, maintenance, repairs, replacements, rentals, and other Services requested by Customer. Customer further agrees that both the acting agent and the principal(s) for whom the agent acts shall be jointly and severally liable for all amounts due and all obligations arising under this Agreement. If Customer lacks such authority, Customer shall be personally liable for all charges, losses, claims and obligations arising from the requested services.
9. Limited Warranty: To the fullest extent permitted by law, Company makes no express or implied warranties with respect to Services or any product, equipment, system, or service provided to Customer, except as may be required under applicable California law. Warranties on all products, equipment, materials, and replacement components will be provided solely by the manufacturer of said parts. Customer shall assume all risk for loss or damage to Property and/or contents, bodily injury or death subject to this Agreement, as expressly set forth herein.
10. Limitation of Liability: To the fullest extent permitted by law, Company shall not be liable for any damage, including consequential or incidental damages, lost profit, or expenses incurred by Customer as the result of, or in connection with, any Services performed by Company. If the provisions of this paragraph are judicially determined to be unenforceable, then Company’s aggregate liability for all claims, liabilities or expenses shall be the greater of (a) the amount paid on the last Company invoice or (b) $1000. This limitation shall not apply in cases of gross negligence or willful misconduct.
11. Indemnification: To the fullest extent permitted by California law, Customer shall indemnify, defend (with counsel reasonably acceptable to Company), and hold harmless Company and its owners, members, managers, officers, directors, employees, agents, contractors, successors, and assigns from and against any and all third-party claims, demands, damages, losses, liabilities, fines, penalties, costs and expenses (Including attorney’s fees and costs) arising out of or related to:
- Customer’s breach of this Agreement;
- Customer’s failure to comply with any applicable Federal, State, County, or City law, code regulation, or requirement of any Authority Having Jurisdiction (AHJ);
- The condition, use, misuse, handling, maintenance, inspection, installation, removal, relocation, or operation of any equipment, products, or systems at Customer’s premises or under Customer’s control, except to the extent caused by Company’s gross negligence or willful misconduct;
- Any acts or omissions of Customer or its owners, employees, agents, contractors, tenants, occupants, or invites; and;
- Any claim by a third party (including Customer’s employees, tenants, customers, or insurers) arising out of or related to the Services, equipment, or products provided by Company.
Customer’s obligations under this Section include, without limitation, the duty to defend Company immediately upon tender of a claim.
This indemnification shall not apply to the extent any claim is caused by Company’s gross negligence or willful misconduct.
12. Inability to Perform: Company assumes no liability for any delay or interruption of Services and shall be excused from completing Services that are unavoidably caused by any of the following: an act of God; the elements (such as earthquakes, fires, floods, power failures, storms, etc.); war; war defense conditions; riots; litigation; strikes; walkouts; pandemics; or any other causes beyond the control of Company. Company is not required to provide Services to Customer while interruption of Services due to said causes continues.
13. Additional Services: In the event Customer directs or requests that additional services, not shown on this invoice, or in the event additional services are necessary to repair, replace, preserve, or protect any damaged or deteriorated condition of equipment or product, Customer agrees to pay additional charges for services and materials used.
14. Fee Schedule, Invoicing, Payment & Security Interest: Fees shall be paid by Customer to Company for Services provided under Section 1 of this agreement, or in accordance with any Addendum Fee Schedule signed by Customer. Payments are due upon receipt of invoice. Interest for late payments of 1.5% per month may be charged on all outstanding amounts over 30 days past due. Customer agrees to pay all costs of collection including attorney fees, collection expenses, and costs incurred by Company in collecting unpaid amounts with or without formal legal action being filed. The Company retains a security interest in products sold until the applicable invoice is paid in full. Upon Customer default, Company may, to the extent permitted by applicable law and through commercially reasonable and peaceful means, enter the property during normal business hours to recover unpaid goods. The Customer agrees that if extinguishers or other equipment and products are removed from Customer’s premises for the purpose of reclaiming said property, it will remain the Customer’s sole responsibility to maintain needed fire protection as required by the State Fire Marshal and AHJ (Authority Having Jurisdiction). Customer agrees to defend and hold harmless Company from any and all damages that might occur in connection with and after removal of any extinguishers, equipment and products.
If Services are ordered by a property manager, management company, or other agent, Company may invoice either the agent, the property owner, or both, and each shall be jointly and severally liable for payment.
15. Assignment by Company: Company may assign, transfer, or delegate this Agreement, in whole or in part, without notice to or consent from Customer, to any affiliate, successor, purchaser, or entity acquiring all or substantially all of Company’s assets, business, or accounts, whether by sale, merger, reorganization, or otherwise.
This Agreement shall be binding upon and inure to the benefit of Company and its successors and assigns. Customer agrees that any such successor or assignee shall have all rights and obligations of Company under this Agreement, including the right to collect payment and perform Services. Customer agrees that these Terms & Conditions shall continue to apply in the event of any transfer, sale, or assignment of Company’s business or accounts.
16. Invalid Provisions: If any of the terms or provisions of this Agreement are deemed invalid, all of the remaining terms and provisions shall remain in full force and effect.
17. Dispute Resolution: Company and Customer agree that any disputes arising from this Agreement that they are unable to resolve within sixty (60) days of the first written notice regarding such dispute shall be determined by binding arbitration. Arbitration shall take place in San Diego County, California, unless the parties agree otherwise in writing. Arbitration shall be administered by a neutral arbitration provider in California, mutually agreed upon by the parties, or if no agreement is reached, by a recognized arbitration service such as AAA or JAMS. Each party waives the right to a jury trial.
18. Previously Owned Equipment: Used and rebuilt equipment is sold “AS IS”. Company makes no representations or warranties, express or implied, and Customer accepts the risk of any defects in title or in quality. Customer has inspected the equipment/goods and assumes all risk in use or handling (whether in accordance with directions or not).
19. Extinguisher Exchange / Cylinder Exchange: Company may exchange Customer fire extinguishers (cylinder exchange) for functionally equivalent fire extinguishers of similar type, rating, and compliance Customer agrees that that once the exchange is completed, that ownership, title, rights and interest in the Customer’s fire extinguishers will belong to the Company and all ownership, title, rights, and interest in Company fire extinguishers, that were exchanged, will belong to the Customer.
20. Return Policy: All sales are final unless otherwise agreed in writing by Company. No merchandise may be returned, exchanged, or credited without prior written authorization from Company.
Authorized returns may be subject to a restocking charge of up to 25% of the purchase price and must be accompanied by the original invoice or receipt. Certain items, including but not limited to special order, custom, or non-stock items, are non-returnable. Company reserves the right to deny any return that does not meet these conditions.
Returned items must be in original packaging, unused, uninstalled, and resalable condition as determined by Company.
21. Service Dates: Customer acknowledges that services may be performed prior to 30 days before the due date upon approval and remain compliant within applicable California service intervals.
22. Public Works Project: Customer shall notify Company in writing prior to commencement of work if the project is subject to prevailing wage requirements or laws. In the event such requirements apply and were not disclosed by the Customer, Customer agrees to be responsible for any additional costs, including but not limited to increased labor rates, payroll compliance, administrative costs, penalties, and associated expenses incurred by Company. Customer accepts full responsibility for any penalties, fees, wages and expenses in relation thereto and indemnifies Company therefore.
23. Acceptance of Terms & Conditions: Customer acknowledges and agrees that any of the following shall constitute acceptance of an agreement to be bound by these Terms & Conditions:
- An electronic or written signature on any quote, estimate, proposal, work order, contract or invoice. Company may document written authorization via notes, documents, images, emails, or other means;
- Verbal authorization provided by any Customer representative, employee, owner, manager, or agent. Company may document verbal or written authorization via notes, emails, text messages, or recorded communication; or
- The request for, scheduling of, authorization of, receipt of, or payment for any Company services. This includes, without limitation, walk-in or counter transactions at Company’s store or shop, drop-off or pick-up of Customer equipment, purchase of products in-store or at Customer’s site, acceptance of delivery, and any on-site inspection, service, repair, installation, exchange, replacement or other work performed by Company.
Customer represents that any individual providing authorization has the authority to accept and be bound by Company Terms & Conditions. These Terms & Conditions are available at www.YellowHatFire.com and are incorporated by reference into all services, estimates, quotes, bids, invoices, and agreements. These Terms & Conditions are also incorporated into all store sales, counter sales, walk-in transactions, field sales, delivery tickets, service tickets, pickup/drop-off transactions, and invoices or receipts issued by Company. Electronic or paper copies of this agreement are available upon request by calling 800-309-3556, emailing Info@YellowHatFire.com, or submitting a written request to: Yellow Hat Fire LLC, 3525 Del Mar Heights Rd #145, San Diego, CA 92130. To the fullest extent permitted by California law, these Terms & Conditions shall govern all services provided by Company.
Customer acknowledges that these Terms & Conditions are made available prior to or at the time of service. Customer waives any claim that these Terms & Conditions were not reviewed.
Where Services are requested for multiple properties or for property owned or managed by third parties, the person or entity requesting or authorizing the Services represents that it has authority to bind the property owner, landlord, management company, tenant, association, or other responsible party for each such property. Company may rely on that representation without further investigation. The requesting party agrees that these Terms & Conditions apply separately to each property serviced and to each invoice, estimate, quote, work order, service ticket, delivery ticket, pickup ticket, sale, or transaction relating thereto.
24. Code Compliance: Company does not guarantee that Customer’s property, systems, or equipment are fully compliant with all applicable federal, state, or local codes, including but not limited to California Title 19 or NFPA standards. Customer is solely responsible for ensuring code and safety compliance with all applicable regulations and requirements (Federal, State, County, City, AHJ) to the fullest extent permitted by law.
25. Rentals: Rented portable fire extinguishers remain the property of Company at all times and are subject to rental charges from the date Customer takes possession of the property until and including the date the property is returned to Company. Customer is responsible for damaged, lost, stolen, destroyed property including parts, contents, and shall reimburse Company within 30 days of said loss, for the fair market value of property which value shall be reasonably determined by Company. Customer agrees to maintain possession of property at all times during the rental period and shall not deliver possession of the property to any person or entity, without the express written consent of Company. Customer accepts all liability and losses during the rental period.
26. MISCELLANEOUS / Entire Agreement / Governing Law: This Agreement may not be assigned by Customer without the prior written consent of Company. This Agreement may be assigned by Company without the prior written consent of Customer. In the event that any of the provisions of this Agreement are determined to be invalid, the remaining terms, conditions and provisions shall remain in full force and effect. No failure or delay by Company in exercising any of its rights under this Agreement shall operate as a waiver of such right or any other right it may have. This Agreement shall be interpreted and enforced to the fullest extent permitted by applicable California law and constitutes the entire agreement of the parties and supersedes any prior contracts, agreements, work orders, purchase orders, understandings, representations, oral agreements or written agreements between Company and Customer. Any amendments to this Agreement between Company and Customer shall be made in writing and must be signed by both parties to be valid. This Agreement shall be subject to and governed by the laws of the State of California. These Terms & Conditions apply to all services and sales unless otherwise agreed in writing.