Bathroom Service Contract

Bathroom Service Contract

Parties

Recitals

WHEREAS, Service Provider is engaged in the business of performing bathroom cleaning, maintenance and related services, and represents that Service Provider has the expertise, equipment and insurance necessary to perform those services in a professional manner; and

WHEREAS, Client desires to retain Service Provider to perform the services described in this Agreement at the Client premises identified above on the terms and conditions set forth herein; and

WHEREAS, the parties intend that this Agreement become effective on the Effective Date set forth below: Effective Date:

Scope of Work

Service Provider shall provide bathroom cleaning and related services at the Client premises as described below. Services shall be performed in a commercially reasonable manner in accordance with industry standards and in compliance with all applicable laws and regulations.

Payment Terms

Client shall pay Service Provider the fees set forth below in exchange for the Services. All fees are expressed in U.S. dollars and are exclusive of any taxes imposed by any governmental authority, which shall be the responsibility of the Client unless exempt by law.

Invoices issued by Service Provider are due within days of receipt unless otherwise agreed in writing. Late payments shall accrue interest at the lesser of (a) % per month on the outstanding balance or (b) the maximum rate permitted by law. Additionally, a late fee of may be assessed for delinquent invoices.

Term and Termination

This Agreement shall commence on Start Date: and shall continue until End Date: unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement without cause upon days' prior written notice to the other party. Either party may terminate immediately for cause upon material breach by the other party if the breaching party fails to cure such breach within days after receipt of written notice specifying the breach.

Confidentiality

Each party acknowledges that in the performance of this Agreement it may receive Confidential Information of the other party. "Confidential Information" means any non-public information, in any form, disclosed by a party that is identified as confidential or that a reasonable person would consider confidential given the nature of the information and the circumstances of disclosure. The receiving party shall (a) use Confidential Information solely to perform its obligations under this Agreement, (b) protect Confidential Information with the same degree of care it uses to protect its own confidential information but in no event less than reasonable care, and (c) not disclose Confidential Information to any third party except to employees, agents or subcontractors who have a need to know and are bound by confidentiality obligations no less protective than those contained herein.

The obligations in this section shall not apply to information that (i) is or becomes generally available to the public through no wrongful act of the receiving party; (ii) was rightfully in the receiving party's possession prior to receipt from the disclosing party; (iii) was rightfully received by the receiving party without restriction from a third party not in breach of any obligation of confidentiality; or (iv) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information.

Liability and Insurance

Service Provider shall maintain general liability and, where applicable, workers' compensation insurance in amounts customary for the industry during the term of this Agreement. Service Provider shall furnish certificates of insurance upon request. Except for willful misconduct or gross negligence, neither party shall be liable to the other for incidental, consequential, special or punitive damages arising out of this Agreement. Each party's liability for direct damages arising from breach shall be limited to the total fees paid or payable under this Agreement during the six (6) month period preceding the claim.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that State for disputes arising under this Agreement.

Entire Agreement; Amendments

This Agreement, including any exhibits and schedules attached hereto and any written statements of work executed under this Agreement, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and communications, whether written or oral. No amendment, modification or waiver of any provision of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

Miscellaneous

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party, except to a successor in connection with a merger or sale of substantially all assets. The headings in this Agreement are for convenience only and shall not affect interpretation.

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