Terms and Conditions
This Agreement is entered into between Static Disinfecting (Division 7 Inc)., a Colorado corporation (“Division 7”), and Customer.
- Services and Compensation.
A) Services. Static Disinfecting (Division 7) shall perform for Customer the Basic Services according to the Application Schedule and the Additional Services as stated above. Unless stated above, all services will be performed with respect to the entire Application Area recognizing that it may not be possible to spray areas that are obstructed for any reason.
B) Space Preparation. Prior to Static Disinfecting (Division 7) performing Basic Services, Customer will ensure that the Application Area is reasonably cleaned as recommended by the CDC. Static Disinfecting (Division 7) shall not be required to move any furniture or other items for the purpose of performing services under this Agreement.
C)Access and Security. Customer shall allow Static Disinfecting (Division 7) reasonable access to the Property for purposes of performing the Basic Services and Additional Services. Static Disinfecting (Division 7) will apply a sticker seal with a date/time stamp at the main entry to the space that has been disinfected. The next occupant will need to break the seal to enter. CAUTION: ONCE DISINFECTANT IS APPLIED, CUSTOMER MUST ENSURE THAT PEOPLE AND ANIMALS DO NOT ENTER THE AREA FOR AT LEAST 15 MINUTES. Once Static Disinfecting (Division 7) completes its work, Customer is responsible for the security of the area at own risk. Static Disinfecting (Division 7) shall be entitled to photograph or video the Property as part of the provision of services for the purposes of security, training or promotion.
D) Compensation. Customer agrees to pay Static Disinfecting (Division 7) (i) the Application Cost; and (ii) the Cost for Additional Services in advance. Unless otherwise agreed, Customer shall provide Static Disinfecting (Division 7) with credit card information at the time of making this Agreement and Static Disinfecting (Division 7) shall charge the Application Cost and Cost for Additional Services thereto prior to any services being performed.
E) Customer Provision of Square Footage. Customer warrants the accuracy of any square footage stated above that was used to determine the Application Cost. If it is discovered that the actual square footage of the Application Area is materially higher than stated above, then Static Disinfecting (Division 7) shall be entitled to a fair increase of the Application Cost to reflect the increased square footage. If Customer refuses to acknowledge Static Disinfecting’s (Division 7)’s right to the increase and to memorialize the same in writing upon request, then the parties agree that Static Disinfecting (Division 7) would be damaged but that the exact amount of such damages would be difficult to determine. Therefore, in such event, Static Disinfecting (Division 7) may refuse to perform services and Customer shall pay Static Disinfecting (Division 7) one-half of the Application Cost and Cost for Additional Services (which may be charged to Customer’s credit card) as liquidated damages and not a penalty. In no event shall Customer be entitled to any adjustment in the Application Cost or Cost for Additional Services as a result of the square footage being lower than stated above.
- Disclaimer of Warranties. Except as expressly stated in this Agreement, to the maximum extent permitted by law, Static Disinfecting (Division 7) disclaims any and all warranties with respect to its provision of services under this Agreement, whether written or oral, or express or implied, including any warranty of quality, merchantability or fitness for a particular use or purpose.
- Indemnity, Hold Harmless, and Defend. Customer agrees and understands that application of disinfectant is a precautionary measure only and is not intended to, nor can be relied upon, to cure or prevent the transmission of any disease, including COVID-19. Customer hereby indemnifies, holds harmless, and shall defend Static Disinfecting (Division 7) and anyone associated with it against any claim relating to any act or omission under this Agreement, including any claim that the application of disinfectant caused any injury to person or property or failed to prevent the same.
- Successor and Assigns. This Agreement shall be binding upon and inure to the benefit of the executors, administrators, heirs, successors, and assigns of the parties.
- Independent Contractor. Static Disinfecting (Division 7) shall be an independent contractor with respect to Customer and shall not be characterized as an employee or agent of Customer.
- The failure by any party to insist upon or enforce strict performance by the other party of any of the terms of this Agreement or to exercise any rights under this Agreement shall not be construed as a waiver or relinquishment of its right to assert or rely upon such terms or rights on any future occasion.
- If any provision of this Agreement is held to be unenforceable for any reason, it shall be adjusted rather than voided, if possible, in order to achieve the intent of the parties to the extent possible; and all other provisions of this Agreement shall be deemed valid and enforceable to the extent possible.
- Entire Agreement; Modifications. This Agreement represents the entire understanding between the parties with respect to the subject matter of this Agreement. This Agreement supersedes any and all prior understandings, agreements, plans, programs, and negotiations, written or oral, with respect to the subject matter of this Agreement. All modifications to the Agreement must be in writing and signed by the party against whom enforcement of such modification is sought.
- Governing Law. This Agreement shall be governed by and construed in accordance with the laws of Colorado.
Enforcement. Venue to enforce this Agreement shall be proper only in Summit County, Colorado. If Static Disinfecting (Division 7) shall prevail in any action to enforce or defend this Agreement, then it shall be entitled to an award of its reasonable costs and attorney’s fees in addition to any other remedy provided in law or equity. BOTH PARTIES TO THIS AGREEMENT WAIVE TRIAL BY JURY. In no event shall Static Disinfecting’s (Division 7) liability with respect to any claim relating to this Agreement exceed the amount paid to it by Customer. There are no third party beneficiaries of this Agreement.