These Terms & Conditions (“Terms & Conditions”) are incorporated into and made part of the estimate, quote, bid or proposal (“Agreement”) between the property owner, the owner’s agent or representative, builder/contractor, property manager/management company, Board of Directors (“Owner”) and Green & Clean (the “Company”). The Company will provide cleaning services (“Cleaning Services”) to Owner as described in the estimate, quote, bid, or proposal (“Agreement”).

1. Commencement Schedule:

The start date (“Effective Date”) for the Cleaning Services shall be mutually agreed upon by the Owner and the Company. Service commencement is subject to site readiness, weather conditions, and scheduling availability. Any changes to the agreed start date must be communicated in writing and confirmed by both parties.

2. Additional Cleaning Services:

Any Cleaning Services requested that fall outside the scope of work originally agreed upon shall be subject to a separate estimate. A revised or new estimate will be provided prior to the commencement of such additional Cleaning Services.

3. Term and Renewal:

The term of this Agreement shall be one (1) year commencing on the Effective Date. Thereafter, this Agreement shall automatically renew for successive one-year periods on each anniversary of the Effective Date, unless terminated by either party in accordance with the termination provisions herein, or amended by mutual written agreement of the parties.

4. Termination:

Either party may terminate this Agreement by providing no less than thirty (30) days’ prior written notice to the other party. In the event of nonpayment by the Owner, the Company reserves the right to terminate this Agreement immediately without further notice. Upon termination, the Customer shall remain liable for payment of all services rendered up to the effective date of termination, including any applicable costs associated with collections, legal fees, or other enforcement actions.

5. Price Escalation and Adjustments:

Service fees are subject to annual review and may be adjusted effective January 1st of each calendar year. Any adjustments shall be based on factors including, but not limited to, inflation indices, prevailing market conditions, and changes in the cost of goods or services. However, any annual increase shall not exceed five percent (5%) of the prior year’s pricing, unless otherwise agreed to in writing by both parties. For contracts executed after June 30th, pricing may be prorated or otherwise adjusted at the discretion of the Company on a case-by-case basis. Written notice of any price adjustments is typically provided in August; however, the timing and method of notice may vary under certain circumstances.

6. Equipment Provision and Storage:

The Company shall supply and maintain all equipment necessary to perform the Cleaning Services under this Agreement, including but not limited to vacuums, maid carts, mop buckets, wringers, mops, and brooms. For clarity, the Company shall not provide floor machines, buffers, or carpet extractors. The Owner agrees to provide a secure, accessible, and designated area on the premises for the storage of such equipment, as reasonably required for the performance of services. The Company shall retain full responsibility for the maintenance, safety, and operability of its equipment while stored on the Owner’s premises. a. Specialty Equipment Exclusion: The Company does not provide specialty equipment such as floor machines, buffers, or carpet extractors as part of its standard janitorial service offerings. When an Owner’s Scope of Work requires the use of such equipment, including, but not limited to, portable carpet extractors, floor machines, or buffers, these items must be specifically requested and will be separately itemized in the Agreement. Additional charges will apply for the provision and use of such equipment.

7. Liability for Equipment Loss or Damage:

The Owner shall be responsible for any loss, theft, or damage to the Company’s equipment while stored on the Owner’s premises, except for damage resulting from normal wear and tear or caused solely by the negligence or misconduct of the Company. In the event of such loss or damage, the Owner agrees to reimburse the Company for the reasonable cost of repair or replacement.

8. Supplies and Liability for Shortages:

Unless otherwise specified in the Agreement, the Owner shall be responsible for furnishing all consumable products necessary for daily operations, including but not limited to toilet paper, facial tissues, paper towels, trash liners, and hand soap. At the Owner’s request, the Company may provide these and additional consumable products for an additional fee. The cost of such products shall be invoiced separately or included as a line item on the monthly service invoice, as applicable. The Company shall supply all cleaning materials required to perform the contracted services, including but not limited to cleaning agents, disinfectants, and related products. All cleaning supplies provided by the Company shall comply with applicable health, safety, and environmental regulations. The Owner acknowledges and agrees that failure to maintain adequate inventory of required consumable products may adversely affect the delivery of services. The Company shall not be held liable for any service delays, deficiencies, or interruptions resulting from such shortages unless the Company has expressly agreed in writing to supply those products.

9. Scope of Work:

A detailed scope of work, also referred to as the cleaning plan (“Cleaning Plan”), shall be developed jointly and agreed upon in writing by the Company and the Owner. The Cleaning Plan shall outline the specific services to be performed, the frequency of such services, and any applicable service standards. The Cleaning Plan may be modified from time to time upon mutual written agreement of the parties. Any changes to the scope that materially affect pricing, scheduling, or service delivery shall be documented and incorporated into this Agreement through a written change order.

10. Account Oversight:

The Company shall assign a designated Quality Supervisor (e.g. Account Manager) to oversee the performance of services under this Agreement. The Quality Supervisor shall serve as the primary point of contact for the Owner and shall be responsible for managing technician performance, conducting routine inspections, coordinating training, and scheduling services. The Quality Supervisor may also adjust service delivery based on seasonal needs or other operational considerations, subject to the Cleaning Plan and any applicable terms of this Agreement. Facility walkthroughs may be conducted upon request by the Owner to review service quality and address any concerns.

11. Service Schedule, Holidays, and Emergency Services:

The Company observes the following standard holidays for its employees: Memorial Day, Independence Day, Labor Day, Thanksgiving Day, Christmas Day, and New Year’s Day. If a holiday falls on a Saturday, it will be observed on the preceding Friday; if a holiday falls on a Sunday, it will be observed on the following Monday. At the Owner’s request, the Company may provide services on observed holidays. Such services are subject to availability and will incur additional fees, which shall be invoiced separately or included in the monthly invoice. Services are typically scheduled on designated weekdays as agreed upon in the Cleaning Plan. If a holiday or unforeseen event affects the scheduled service day, the Company will make reasonable efforts to perform services on the preceding or following business day. The cleaning schedule may be subject to change due to staffing limitations or other unforeseen circumstances. In such cases, the Company will notify the Owner promptly to coordinate alternative arrangements. Emergency services may be requested outside of the standard schedule, including weekends, holidays, or after-hours. For the purposes of this Agreement, “emergency” shall mean any unanticipated event or condition that poses a health or safety risk, causes significant disruption to facility operations, or requires immediate cleaning response due to spills, contamination, or similar urgent circumstances. Such services are subject to availability and will be billed at the applicable emergency service rate. Requests for emergency services must be submitted in writing or by phone and will be confirmed by the Company prior to dispatch.

12. Insurance:

The Company shall maintain all required insurance policies, including but not limited to general liability, workers’ compensation, and any other coverage necessary to perform the services under this Agreement, for the duration of this Agreement. The Owner shall be named as an additional insured on the Company’s general liability insurance policy for the duration of this Agreement. Proof of such coverage, including certificates of insurance, shall be provided to the Owner upon request. The Company agrees to notify the Owner promptly of any material changes, cancellations, or lapses in coverage.

13. Special Services for Large Cleaning Projects:

The Company offers additional specialized services for large-scale cleaning projects, which may include, but are not limited to, pressure washing, lanai cleaning, paver sealing, carpet and upholstery cleaning, window cleaning, strip and wax services, and tile and grout cleaning. These services are provided upon request and subject to separate pricing, scheduling, and scope agreements. All such services shall be performed in accordance with applicable industry standards and any specific requirements mutually agreed upon in writing by the parties. Each of these services is subject to its own specific terms and conditions available at https://www.greencleanswfl.com/terms-and-conditions

14. Indemnification

The Owner agrees to indemnify, defend, and hold harmless the Company, including its affiliates, partners, officers, members, managers, employees, agents, representatives, successors, and assigns, from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of, relating to, or resulting from: (a) any breach of this Agreement by the Owner; or (b) the Owner’s failure to perform any of its obligations under this Agreement. Likewise, the Company agrees to indemnify, defend, and hold harmless the Owner, including its officers, employees, agents, representatives, successors, and assigns, from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of, relating to, or resulting from: (a) any breach of this Agreement by the Company; or (b) the Company’s failure to perform any of its obligations under this Agreement. This mutual indemnification obligation shall survive the termination or expiration of this Agreement.

15. Employee Non-Solicitation and Background Screening:

All personnel assigned by the Company to perform services under this Agreement are employees of the Company and shall not be considered employees, agents, or representatives of the Owner for any purpose. The Owner agrees not to directly or indirectly solicit, recruit, hire, or engage any Company employee assigned to its account during the term of this Agreement and for a period of one (1) year following its termination, without the prior written consent of the Company. In the event of a breach of this provision, the Owner shall be liable for a placement fee equivalent to six (6) months of the employee’s most recent compensation. The Company certifies that all on-site personnel undergo background screening prior to assignment, which includes verification of identity, criminal history checks, and drug testing, in accordance with applicable federal, state, and local laws. The Company reserves the right to determine the scope and frequency of such screenings, provided they meet industry standards and legal requirements.

16. Regulatory and Safety Compliance:

The Company shall comply with all applicable federal, state, and local laws, regulations, codes, and ordinances in the performance of its obligations under this Agreement, including but not limited to those governing occupational health and safety. Specifically, the Company agrees to adhere to all current requirements established by the Occupational Safety and Health Administration (OSHA), and to implement proven safety procedures and practices relevant to the Cleaning Plan performed at the Owner’s location. The Company shall ensure that its personnel are properly trained and equipped to meet these standards and shall maintain a safe working environment in accordance with applicable legal and regulatory obligations.

17. Mandatory Arbitration:

This Agreement shall be governed by the laws, rules and regulations of the State of Florida. Both parties agree that they will initially attempt to resolve disputes through discussions among principals appointed by each company. Failing resolution, the parties shall attempt to resolve disputes through mediation conducted in accordance with the Mediation Rules of the American Arbitration Association. The parties agree that any dispute arising out of, concerning, or in any way relating to this Agreement, or the breach thereof, shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Fort Myers, Florida, unless otherwise agreed in writing by the parties. The decision of the arbitrator shall be final and binding upon the parties and shall be subject to judicial review in accordance with federal law. Judgment may be entered upon the arbitrator’s award and may be enforced in any court of competent jurisdiction. To the fullest extent permitted by law, the parties agree to equally share all costs and fees of the arbitration and arbitrator. Unless otherwise provided under applicable law, each party shall bear the costs and fees of its/his/her own attorney(s) and counsel. A claim shall be deemed barred and forever waived if it is not filed in accordance with the procedures and time limits provided in this Agreement. Further, the arbitrator’s authority shall be limited to deciding the case submitted for arbitration and to deciding the enforceability of the arbitration agreement.

18. Waiver of the Right to a Jury Trial:

The parties further agree that should any litigation arise directly or indirectly under this Agreement, the parties hereby waive their respective rights to a jury trial, and the parties hereby stipulate that any such trial shall occur without a jury

These Terms & Conditions (“Terms & Conditions”) are incorporated into and made part of the estimate, quote, bid or proposal (“Agreement”) between the property owner, the owner’s agent or representative, builder/contractor, property manager/management company, Board of Directors, homeowners association, or condominium association (“Owner”) and Green & Clean (the “Company”). The Company will provide cleaning services (“Cleaning Services”) to Owner as described in the Agreement. Any additional services requested by the Owner shall be subject to separate pricing and written approval.

1. Pressure Washing:

The Company shall not be held liable for incidental water exposure to adjacent windows, walls, or surrounding areas during pressure washing services. The Owner acknowledges that water calcification stains embedded in paver surfaces are not removable through standard pressure washing techniques. Additional service charges may apply for rinsing beneath planter beds, sodded zones, or areas exhibiting inadequate drainage. All such charges will be disclosed and confirmed prior to service commencement.

2. Lanai Cleaning (High-Rise Condominiums):

Due to structural and safety limitations, lanai screens in high-rise units cannot be pressure-cleaned from the interior-facing side. In such cases, a dry-brush method will be employed. Screens may exhibit brittleness due to age, and pre-existing tears or weaknesses may not be visible prior to cleaning. The Company disclaims all liability for any additional screen damage incurred during the cleaning process.

3. Carpet Cleaning:

The possibility of “wicking,” (stains resurface during the drying process), is a known limitation of carpet cleaning, particularly over concrete substrates. Factors contributing to wicking include, but are not limited to, prior large-volume spills, ambient humidity, and repeated spot treatments. The Company employs moisture management and targeted stain removal techniques to mitigate this effect but does not guarantee complete or permanent stain removal.

4. Upholstery Cleaning:

The Company makes no warranty, express or implied, regarding the complete or permanent removal of stains from upholstered surfaces. Stains may reappear due to fiber retention or wicking. Cleaning methods are selected based on fabric compatibility and safety. For leather surfaces, cleaning is limited to cosmetic treatment and will not remove inherent characteristics such as natural scratches, blemishes, or discoloration.

5. Tile & Grout Cleaning:

Variations in grout line appearance may result from prior staining, discoloration, or the presence of sealants or coatings. Uniform results cannot be guaranteed in cases where grout has been painted or has deteriorated due to age. Travertine and marble tiles are excluded from sealing services. The Company is not responsible for pre-existing damage.

6. Strip & Wax Services:

Floors previously treated with wax may require either a scrub-and-wax or a full strip-and-wax procedure, as determined by the condition of the existing finish. The Company will assess each surface to determine the appropriate restoration method. Upon completion, treated floors will exhibit a high-gloss finish; however, durability and longevity are contingent upon proper post-service maintenance and environmental conditions.

7. Window Cleaning:

The Company will perform window cleaning services with diligence and professionalism. However, due to the inherent nature of certain contaminants and material conditions, the following limitations and exclusions shall apply: a. Debris Removal: The Company makes no guarantee, express or implied, that all forms of debris, including, but not limited to, stains, paint, adhesive residue, or other substances embedded within glass surfaces will be fully removed during the initial cleaning session. Multiple treatments may be required to achieve satisfactory results, and such additional services may incur extra charges. b. Calcification: Mineral deposits and calcification, particularly those affecting screen surfaces and originating from irrigation systems or other water sources, may necessitate repeated cleaning procedures. The Company is not liable for incomplete removal after a single visit. c. Screen Fragility: Screens composed of brittle, aged, or otherwise compromised materials are inherently vulnerable to damage. The Company expressly disclaims all liability for screen damage resulting from pre-existing conditions, age-related deterioration, or exposure to water calcification. d. Notification and Estimates: Should additional cleaning services be deemed necessary to address persistent contaminants or material conditions, The Company will notify the Owner and provide a cost estimate for such services prior to execution.

8. Limitation of Liability:

The Company shall not be liable for damage resulting from pre-existing conditions, structural limitations, or material deterioration, incomplete cleaning due to inherent limitations of the surfaces or contaminants, or any indirect incidental, or consequential damages.