service agreement
This Contract for Services is made and entered into as of {todaysDate70}, by and between {name}, {legalCompany} (“Customer”), and EUVORI LLC (“EUVORI”), as follows:
1. DESCRIPTION of SERVICES. Beginning {todaysDate70}, EUVORI will provide to Customer the services described above.
2. RESCISSION PERIOD. Within the 72 hours of the creation of Contract, either EUVORI or Customer may decide to terminate Contract for any reason, "Rescission"). To initiate a Rescission of Contract, the party which desires the rescission must notify the other in writing of the desire to rescind.
2.1. Rescission of Contract letters sent my US Mail must be post marked within 72 hours of the creation of Contract.
2.2. Rescission of Contract letters sent by any electronic means must be received by the other party within 72 hours of the creation of Contract.
2.3. When a rescission is initiated by either party which complies with Section 2, Rescission Period, EUVORI is to refund any amount collected from Customer for the related service event, at which point both parties will have no obligations to the other party for the Service Event under this Contract.
3. DATE CHANGES. Customer may request one date change per scheduled event, subject to approval, up to 24 hours from the event date. Any date changes within 24 hours of an event will result in Customer remaining liable for 50% of the event price.
4. CANCELLATIONS. Cancellation of any Service Event will leave Customer liable for 50% of the event price. Within 72 hours from the event, cancellations will leave Customer liable for 100% of the event price.
5. OVERTIME. EUVORI is to include up to 15 minutes of overtime free of charge. After 15 minutes, Customer will have the option of purchasing additional time at a rate of price-and-a-half, providing EUVORI employees agree to and are able to work such overtime.
6. PAYMENT. All deposits and payments will be applied the day they are received are non-refundable and non-transferrable. Deposits and payments will be credited first to the oldest open invoice, then applied as account credit. Payments by check or cash may be handed directly to any EUVORI lifeguard servicing the Event. Credit and debit card payments may be made by calling EUVORI's office at 480.429.4079 during normal office hours.
6.1. PAYMENT TERMS. Payment for each Service Event is due in full by the completion of the corresponding Service rendered by EUVORI. Invoices left unpaid or partially paid at this time will be deemed past due.
6.2. LATE PAYMENT. Once any Service Invoice has been marked as past due for 5 or more days, a late fee of $34.00 will be automatically applied to Customer’s account on a separate Late Fee Invoice, due to EUVORI upon receipt.
6.3. NON-PAYMENT. Any Service Invoice which is left unpaid or partially paid 30 or more days after a Late Fee Invoice has been issued will be changed to non-payment status. If any invoice reaches non-payment status at any point, EUVORI has the right to require full pre-payment before any scheduled Service Event and cancel any Service Events which do not comply, at which point EUVORI will have no obligation to Customer or Customer’s Event for that Service Event under this contract. Further, Customer agrees to pay 18% APR interest on the entire past due account balance, billed as a separate Extended Finance Invoice.
7. TERM. This contract will go into effect at the point which both parties have signed it. The contract will terminate at the completion of services.
8. DEFAULT. The occurrence of any of the following shall result as a material default under this Contract:
8.1. Customer’s account reaching non-payment status per Section 3.3 of this Contract.
8.2. The insolvency or bankruptcy of either party.
8.3. The failure to make available or deliver the Services in the time and manner provided for in this Contract.
9. REMEDIES. In addition to any and all other rights a party may have available according to law, if a party defaults by failing to substantially perform any provision, term, or condition of this Contract (including without limitation the failure to make a monetary payment when due), the other party may terminate this Contract by providing written notice to the defaulting party. This notice shall describe with sufficient detail the nature of the default. The party receiving such notice shall have 10 days from the effective date of such notice to cure the default(s). Unless waived in writing by a party providing notice, the failure to cure the default(s) within such time period shall result in the automatic termination of this Contract.
10. FORCE MAJEURE. If performance of this Contract or any obligation under this Contract is prevented, restricted, or interfered with by causes beyond either party’s reasonable control (“Force Majeure”), and if the party unable to carry out its obligations gives the other party prompt written notice of such event, then the obligations of the party invoking this provision shall be suspended to the extent necessary by such event. The term Force Majeure shall include, without limitation, acts of God, fire, explosion, vandalism, major storm or other similar occurrence, orders or acts of military of civil authority, national emergencies, insurrections, riots, wars, strikes, lock-outs, or work stoppages. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such cases are removed or ceased. An act or omission shall be deemed within the reasonable control of a party is committed, omitted, or caused by such party, or its employees, officers, agents, or affiliates.
11. DISPUTE RESOLUTION. The parties will attempt to resolve any dispute out of or relating to this Agreement through friendly negotiations amongst the parties. If the matter is not resolved by negotiation, the parties will resolve the dispute using the below Alternative Dispute Resolution (ADR) procedure.
11.1. ADR PROCEDURE. Any controversies or disputes arising out of or relating to this Contract will be submitted to mediation in accordance with the statutory rules of mediation. If mediation does not successfully resolve the dispute, the parties may proceed to seek an alternative form of resolution in accordance with any other rights and remedies afforded to them by law.
12. INSURANCE. EUVORI is not responsible for personal injury to guests or event participants as a result of accidents due to their own carelessness, nor is it responsible for personal property damage. Customer assumes all liability and agrees to maintain sufficient insurance coverage.
13. INDEMNIFICATION. Customer agrees that EUVORI, its owners, officers, directors, managers, or employees shall not be liable to Customer, Customer’s officers, directors, agents, servants, employees, attendees, or participants in the Event, for any and all claims, actions, proceedings, damages, costs, expenses, losses and liabilities, including, but not limited to, reasonable attorney’s fees both at trial and on appeal, in whole or in part directly or indirectly arising out of, (i) the negligent acts or omissions of any participant in the Event, or that anyone employed by the Customer for whose acts it may be liable, or (ii) a breach of any covenant, representation, or warranty contained herein. Customer shall at all times indemnify and hold harmless EUVORI from or on account of injury to persons not arising from any negligence on the part of EUVORI.
14. REFUSAL of SERVICE to UNSAFE LOCATIONS. EUVORI employees may perform an inspection upon arriving to Customer’s facility to determine whether it is safe for service. EUVORI or its employees have the right to refuse service to Customer if the facility is determined to be unsafe in any way.
14.1. If the facility is deemed unsafe for any reason, EUVORI or an authorized employee is to notify the Customer, at which point Customer will have an opportunity to neutralize any threat to safety.
14.2. If the hazard remains by the indicated time of service, EUVORI lifeguards may remove themselves from the event. Your Service Event will then be deemed as cancelled within 72 hours of the event and follow the written rules under this Contract for such circumstance.
15. NOTICE. Any notice or communication required or permitted under this Contract shall be sufficiently given if delivered in person or certified mail, return receipt requested, to the address set forth in the opening paragraph or to such other address as one party may have furnished to the other in writing.
16. DAMAGE. If Customer or Customer’s officers, directors, agents, servants, employees, attendees, or participants are found responsible for any destruction or defacement of EUVORI property, Customer agrees to reimburse EUVORI for any charges or expenses that are incurred.
17. ENTIRE CONTRACT. This contract contains the entire agreement of the parties, and there are no other promises or conditions in any other agreement whether oral or written concerning the subject matter of this Contract. This contract supersedes any prior written or oral agreements between the parties.
18. SEVERABILITY. If any provision of this Contract will be held to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. If a court finds that any provision of this Contract is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision will be deemed to be written, construed, and enforces as so limited.
19. WAIVER of CONTRACTURAL RIGHT. The failure of either party to enforce any provision of this Contract shall not be construed as a waiver or limitation of that party’s right to subsequently enforce and compel strict compliance with every provision of this Contract.
20. CONSTRUCTION and INTERPRETATION. The rule requiring construction or interpretation against the drafter is waived. The document shall be deemed as if it were drafted by both parties in a mutual effort.
21. AMENDMENT. This contract may be modified or amended in writing by mutual agreement between the parties, if the writing is signed by the party obligated under the amendment. This includes the addition of Service Events.
22. RIGHTS OF ASSIGNMENT. This contract shall not be assignable by Customer without the prior written approval of EUVORI, in its sole discretion. Any such assignment without EUVORI's prior written approval shall be void.
23. GOVERNING LAW. This Contract shall be governed and construed in accordance with the law of the State of Arizona.
24. ATTORNEY’S FEES to PREVAILING PARTY. In any action arising hereunder or any separate action pertaining to the validity of this Agreement, the prevailing party shall be awarded reasonable attorney’s fees and costs, both in the trial court and on appeal.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed by their duly authorized representatives as of the date first above written. Stacey Brown and Alexander Minardo, Owner for EUVORI LLC, effective as of the date first above written.