TERMS OF SERVICE AGREEMENT

This is an AGREEMENT made by and between DYLEMMA ENTERPRISES, LLC dba THE AQUA ACADEMY (Service Provider”), with an address 320 SW Century Dr, STE 219, Bend, OR 97702 and the “customer” who agrees to these terms by selecting the “agree” option.

Services. The parties agree that Customer has contracted with Service Provider to perform site work, swimming pool and/or spa/hot tub maintenance services at the Property specified by the customer. The parties agree that this is a monthly Service Contract and Customer agrees to pay Service Provider monthly in advance of the services to be provided that month. The parties agree that in the event Customer fails to pay in advance of service being provided as required by this Agreement, at Service Provider’s option, the contract shall be terminated, and Customer shall be required to pay the pool and/ or spa/hot tub service fee for one month as liquidated damages.

Responsibility. Service Provider will not be held responsible for any damage to property due to acts outside its reasonable control, such as acts of nature, fire, vandalism, misuse, abuse, or negligence on the part of the Customer to perform necessary maintenance, or design and/or construction flaws in the pool or spa. Service Provider is not responsible for the performance of any chemicals it does not sell. Customer and/or property manager are responsible for maintaining the correct water chemistry levels (when Service Provider is not there) and keeping trees and plants trimmed away from the pool/spa and equipment. Service Provider is not responsible for any damage or deterioration caused by failure of Customer and/or property manager to properly maintain pool and equipment between service visits. In the event of an emergency, Service Provider will make every effort to return calls and answer emails. Emergency services are provided at a separate rate quoted on a case-by-case basis. Any issue that arises outside of the normal weekly service visit is NOT the responsibility of the Service Provider, and any consulting, repairs, or extra visits requested by the customer and/or property manager will be billed as an additional expense quoted on a case by case basis. Customer acknowledges that the Property is the sole responsibility of the Customer. This shall include, but not be limited to, the actions or inactions of Customer’s family/ personnel/pets/animals. As such, Customer shall indemnify, hold harmless and defend Service Provider and its personnel from and against any liabilities, including but not limited to those related to injuries that may occur due to the action or inaction of Customer’s children/personnel/pets/animals; moreover, Customer understands and agrees that while Service Provider shall use reasonable efforts to follow Customer’s instructions with respect to pets, animals, children and the like, Service Provider cannot be responsible therefor. If pets escape, persons enter the area and are injured, or anything occurs of like kind, unless due to Service Provider’s gross negligence or willful misconduct, Customer hereby forfeits all rights to bring suit against Service Provider and its personnel related thereto. If Service Provider’s personnel are injured while working on the Property, unless due to Customer’s or its family/guests/ pets’ action or inaction (such as negligence, intentional acts, or a dog/child running underfoot) or hazards on the Property (such as an undisclosed covered well or uneven sidewalk), Service Provider will be responsible for the injuries, and Customer will be held harmless therefrom. The fees, and other specifics can be found on the Estimate attached hereto. The parties agree that circumstances can arise that affect or prevent Service Provider from performing pool and/or spa/hot tub maintenance such as the weather, an illness such as a Covid-19 outbreak, or a holiday. In such event, Service Provider may elect to postpone pool and spa/hot tub service until a later date. In the event of inclement weather on the scheduled date of service, the pool and spa will be serviced to the extent weather permits. Customer must ensure Service Provider has access to the service area on the scheduled service day, including gate entry codes, lock combinations, security guard verification, and pets relocated from pool/spa area. If Service Provider is unable to access the service area for any reason, services will not be performed that week and Customer shall not be entitled to a credit.

Services: Service Provider shall provide the following services each visit:

• Water chemistry tested and balanced
• Filter backwashed as needed(for pools only)
• Skimmer baskets cleaned
• Pump baskets cleaned(pools only)
• Pool equipment operation inspected(pools only)
• Chemical automation system tanks replenished(pools only) Customer is responsible for water levels during the week. Recommended water level is MID-TILE or minimum 2 inches into the mouth of the skimmer/s(pools only). Filter cleaning is NOT included as a monthly service and will only be cleaned every four (4) months unless extra service is required(this applies only to cartridge and D.E filters on pools only). All standard service is billed as a monthly subscription rate, and any additional labor charges will be billed at a rate determined on a cases by case basis depending on the scope of work needed (e.g., Storm Cleanup, Excessive Debris, and any other situations out of the normal scope of work on the Property).

Repairs: Repairs are not included in the monthly service fee. Repairs under $100 will be performed immediately and charged separately to the Customer. Repairs greater than $100 shall require Customer authorization in advance of the repair(this clause pertains to pools only).

Pricing: Customer agrees to pay Service Provider the service fees stated in the service package chosen as well as any additional costs that may be incurred for repairs or services that are in addition to the standard services specified in above chosen service package. Customer shall also incur an additional charge of $225.00 every four (4) months for filter cleaning(this only pertains to cartridge and D.E filter types and does not apply to hot tubs). And a charge of $199.00 for spa/hot tub drain and refill services.

Payment: Service Provider accepts Credit Cards, bank transfers, checks, cash or crypto currency. Each monthly payment must be received by Service Provider, in full, before the FIRST scheduled service for that month. For example, the monthly payment for October service must be received by Service Provider before Customer’s first scheduled service for October. If the card on file does not cover payment of the service fees and any additional charges that may be due and payable, Customer shall be in default. In the event of default, services will be postponed and Customer will be assessed a late fee penalty of $50.00. If Customer fails to cure the default, the parties agree that Service Provider shall suffer liquidated damages because of the default in the amount of one (1) additional month’s service fee. Customer agrees that the liquidated damages are in addition to the monthly service fee that remains due and payable and are intended to compensate Service Provider for damages suffered because of the inability of Service Provider to anticipate Customer’s default and immediately fill the void created by the default with a new customer. Credit Cards may be left on file and automatically deducted each month. Credit card information will be kept on file and held for use by Service Provider only. By providing this information and your signature below, Customer is authorizing Service Provider to charge the Card on File using a secure third party service, for all services provided to Customer by Service Provider pursuant to this Agreement.

Disclaimer: Service Provider shall not be responsible for any damage to the Property due to acts of nature, fire, vandalism, misuse, or abuse. Customer should be aware of normal deterioration of equipment that occurs over time due to exposure to chemicals, sunlight, and, in some cases, corrosive materials (e.g., salt). Customer is responsible for maintaining correct water level at all times. Also, Service Provider is not responsible for any damages or deterioration caused by failure of Customer to perform other services recommended by Service Provider, or by failure of Customer to properly maintain pool and equipment between visits.

Representations. Service Provider represents to Customer that at all times it shall maintain all required licenses and observe and comply with all laws, ordinances, rules, regulations and code requirements imposed by applicable law.

Termination. This agreement may be terminated for any reason or no reason upon (30) days’ written notice to the other party.

Miscellaneous. The parties expressly agree that this Agreement was jointly drafted, and that both had opportunity to negotiate its terms and to obtain the assistance of counsel in reviewing its terms prior to execution. Therefore, it shall be construed neither against nor in favor of either party but in a neutral manner. It will be governed by and construed in accordance with the laws of the State of Oregon, County of Deschutes, without regard to the principals of conflicts of law. The parties agree to personal jurisdiction in such venue. In the case of disagreement, the parties will endeavor to rectify the situation, each using good faith efforts on their part. If the dispute cannot be rectified, mediation to seek voluntary settlement of the dispute will be performed, if required and in accordance with the rules of the County of Deschutes. If the dispute remains, except for payment obligations, which may immediately proceed to a Deschutes County Court, it shall be subject to arbitration. Arbitration must be completed as near as possible to the date that the dispute arose. The dispute resolution forum shall be Judicial Arbitration and Mediation Service (“JAMS”), in accordance with their rules with respect to contracting contracts. The scope of pre-arbitration discovery shall be limited to one (1) day. The arbitrator’s decision must comply with the substantive law. The arbitrator must render a well-reasoned opinion. The opinion should include a statement of the factual determination made by the arbitrator and the conclusions of law rendered by the arbitrator. This decision may be reviewed by the courts for compliance with substantive law, otherwise, it shall be final and binding. The prevailing party shall have all fees and costs reimbursed by the non-prevailing party. It is intended by the parties to this Agreement that Service Provider’s services contemplated hereby shall not subject Contractor’s individual employees, contractors, or members to any personal legal liability or exposure for risks associated with the services. Therefore, Customer agrees that as its sole and exclusive remedy, any claim, demand, suit or judgment of any kind shall be asserted only as against Service Provider’s corporate entity, and not against any of its individual employees, contractors, officers, personnel, or members.

Service Provider: THE AQUA ACADEMY