AQUARIUM SERVICE AGREEMENT
THIS AQUARIUM SERVICE AGREEMENT (“Agreement”) is entered into by and between the Parties stated in Section 1. For and in consideration of the mutual promises and covenants contained herein, the Client hires the Service Provider to work under the provisions of this Agreement.
1. Parties. The Parties to this Agreement are as follows:
Service Provider: Client:
Reef Route Aquatics, LLC
1784 W. Northfield BLVD
PMB#143
Murfreesboro, TN 37129
The Service Provider and the Client may each be referred to as a “Party” and, collectively, as the “Parties.” The benefits and obligations of this Agreement shall inure only to the Parties and to no other person or entity.
2. Purpose. This Agreement shall define Client expectations and provide a clear understanding of the scope of work, services, and responsibilities of each Party for the servicing and maintenance of the Client’s aquarium.
3. Term. This Service Agreement shall commence on
Appointments will be scheduled approximately every week(s) and shall terminate as marked below:
At-Will: With written notice of at least forty-eight (48) hours.
End Date:
Other:
4. Renewal. This Agreement must be renewed annually for the Service Provider to continue servicing the Client’s aquarium.
5. Termination. The Client or Service Provider may terminate this Agreement at any time, with a minimum of forty-eight (48) hours’ notice prior to the next scheduled service date, without incurring any financial responsibility for future obligations.
6. Service Package. The Service Provider shall provide regularly scheduled aquarium maintenance services to the Client as described in this Section. The maintenance services shall consist of visit(s) for approximately hour(s) each, to be conducted every week(s) as described below. Any additional items, including but not limited to food, filters, filter media, advanced testing, equipment, or the dosing of solutions, chemicals, or trace elements, will incur additional charges, either upon the Client’s request, or as recommended by the Service Provider and approved by the Client.
• Water change. (up to twenty percent (20%) total every four (4) weeks, ten percent (10%) every two (2) weeks, five percent (5%) weekly)
• Gravel vacuuming. (if applicable).
• Full and thorough cleaning of algae from all aquarium glass/acrylic surfaces. (back glass is left untouched)
• Cleaning and or rinsing of readily accessible filters, sponges, and pads.
• Filter cartridge replacement. (upon request).
• Bacterial supplements. (as needed).
• Chemical media. (upon request).
• Advanced aquarium testing for alkalinity, calcium, magnesium, and phosphate levels. (upon request).
• One part trace element dosing. (upon request).
• Simple aquarium testing for ammonia, nitrite, nitrate, and carbonated hardness.
• Visual check of equipment, air, and water flow.
• Visual check of fish, invertebrates, turtles, or amphibians for headcount, disease, swimming, and breathing.
• Cleaning protein skimmer. (if applicable).
• Refilling of auto feeder. (upon request).
The foregoing list shall be referred to as the “Services.”
7. Canister Filter Liability Disclaimer. The Client acknowledges that all canister filters are classified as unserviceable by the Service Provider due to the filters’ plastic construction and fragile nature. The Service Provider shall bear no responsibility for any damage arising from the maintenance, handling, or replacement of canister filters that are not caused by the Service Provider’s gross negligence, recklessness, or willful misconduct, nor for any time constraints resulting from subsequent Client appointments. The Client assumes full responsibility for the replacement of any canister filter and agrees to cover all associated costs, including the time required to acquire and install the new canister filter.
8. Payment Amount. The Client agrees to compensate the Service Provider for the services rendered under this Service Agreement for a term of one (1) year. The agreed-upon Payment Amount shall cover the provision of services and water only. Any additional items, including but not limited to food, filters, filter media, advanced testing, equipment, or the dosing of solutions, chemicals, or trace elements, shall be billed separately, either upon the Client’s request, or as recommended by the Service Provider and approved by the Client. The total Payment Amount does not include applicable sales and use tax, which shall be added to the final invoice as required by law.
$ / Per Service
$ / Saltwater
$ / Revers Osmosis Deionized Water, R.O.DI (subject to change based on the Client’s needs)
$ TOTAL
The total due to the Service Provider shall be referred to as the Payment Amount. Each Payment Amount that is due, plus applicable sales and use tax, shall be provided to the Client by an invoice after performance of the Services.
9. Payment Due Date. The Client shall remit the Payment Amount on the following schedule as marked below:
Upon receipt
Net 15 Days
Net 30 Days
Net 60 Days
Net 90 Days
10. Payment Method. The Client shall make payments through the invoice system provided by the Service Provider either by debit/credit card, check, or ACH transfer. Invoices may not be paid with cash.
11. Subscription Billing and Credit Card Authorization. The Client acknowledges and agrees to enroll in a subscription-based service model for recurring aquarium maintenance. As part of this subscription, the Client authorizes Reef Route Aquatics, LLC to maintain an active credit or debit card on file and to charge it automatically for the Payment Amount as outlined in Section 8, plus any applicable sales and use taxes, and any additional fees or charges incurred pursuant to the terms of this Agreement.
a. Recurring Charges. Subscription charges will be processed on the date of each scheduled service or on a recurring billing cycle as determined by the Service Provider and communicated to the Client in advance.
b. Authorization. By executing this Agreement, the Client authorizes the Service Provider to securely store and charge the designated card for services rendered, including any applicable cancellation fees, late payment fees, off-schedule services, or additional charges incurred under Sections 6, 17, and 27.
c. Updates and Validity. The Client agrees to maintain a valid and current credit or debit card on file throughout the duration of this Agreement. If the stored payment method becomes invalid or is declined, the Client must provide an updated payment method within seventy-two (72) hours of notification to avoid interruption of services or additional late fees as outlined in Section 13.
d. Right to Suspend Services. If valid payment information is not on file, or if a payment is declined and not remedied within seventy-two (72) hours, the Service Provider reserves the right to suspend services until payment is received, or a new valid payment method is provided.
e. Cancellation of Subscription. The Client may cancel their subscription at any time with at least forty-eight (48) hours’ written notice prior to the next scheduled billing cycle, subject to the Termination terms in Section 5.
12. Payment Adjustments for Missed Appointments. Failure to maintain regularly scheduled Services as outlined in Section 6 grants the Service Provider the right to prorate and adjust future pricing to reflect missed appointments. Adjustments may be necessary due to the need for more extensive labor and materials to maintain the Client’s aquarium. To avoid these payment adjustments, the Client must keep up with regular service.
13. Rejected/Returned Payment Policy. In the event a payment by check is rejected or returned for any reason, the Client agrees to replace payment with certified funds or a money order within twenty-four (24) hours of notification. A fee of one hundred dollars ($100.00) per rejected/returned check payment will be applied. This amount, along with any outstanding balance, must be paid before subsequent service visits may be scheduled.
14. Late Payment Policy. The Client agrees to pay a late payment fee of ten percent (10%) of the total outstanding Payment Amount or thirty dollars ($30.00), whichever is greater. This late payment policy shall apply as described below:
a. For Commercial Clients. The late payment fee will be assessed at forty-five (45), sixty (60), and ninety (90) days from the date of service.
b. For Residential Clients. The late payment fee will be assessed at fourteen (14), thirty (30), sixty (60), and ninety (90) days from the date of service. Additionally, services will be suspended until the outstanding balance is paid in full, except for saltwater and reef aquariums, which will continue to receive service to maintain system stability.
15. Nonpayment. Any outstanding balance exceeding ninety (90) days from the date payment was due may be sent to collectors. The Service Provider shall also have the option to terminate this Agreement for cause at its discretion. Should the Service Provider be required to initiate collections proceedings for payment of an outstanding balance, the Client shall be liable for all costs associated with collection, including court costs and reasonable attorney fees. Such expenses are in addition to any other damage or remedies available to the Service Provider.
16. Inspection of Services. The Client has the right to inspect the aquarium upon completion of a service visit. If any of the Services performed by the Service Provider are defective or incomplete, the Client should notify the Service Provider and request the deficiency be remedied. The Service Provider shall promptly remedy any deficiency within a reasonable time or at the next scheduled appointment.
17. Retainer. This Agreement has a retainer policy as marked below:
Retainer. The Client agrees to pay a retainer in the amount of twenty-five dollars ($25.00) every four (4) weeks to the Service Provider for Aquarium Monitoring Services. Upon activation, additional Emergency Service fees will apply at one-hundred and fifty dollars ($150.00) for the first hour, and for each quarter hour, rounded up to the next quarter hour, after the first hour.
The retainer is refundable.
The retainer is non-refundable.
No Retainer. The Client is not required to pay a retainer before the Service Provider commences the Services.
18. Additional Rates & Fees. Due to the nature of aquarium maintenance and upkeep, time is of the essence with respect to performance of Services. Because of this, the Parties agree as follows on the possibility of additional expenses for proper maintenance. Rates are subject to change.
a. Overage Labor Fee. In the event that additional labor is required beyond the Services described in Section 6 as a result of the Client’s requests, such additional labor will be billed at a rate of fifty dollars ($50.00) per hour for extended service visits.
b. Fees for Non-Scheduled, After-Hours, or Emergency Service Visits.
i. Non-Scheduled Service Visits. Non-scheduled visits during normal business hours (7:30 a.m. to 6:30 p.m. CST, Monday through Friday) will be billed at a rate of one-hundred and fifty dollars ($150.00) per hour for the first hour per staff member, and seventy-five dollars ($75.00) per hour for each additional hour per staff member.
ii. After-Hours & Emergency Service Visits. The Service Provider is available for emergency services twenty-four (24) hours a day, seven (7) days a week. Regular service hours are from 7:30 a.m. to 6:30 p.m. CST, Monday through Friday. Any service calls outside of regular hours will be considered after-hours or emergency service and will be billed at the emergency visit rate of one hundred and fifty dollars ($150.00) per hour for the first hour per staff member, and seventy-five dollars ($75.00) per hour for each additional hour per staff member.
c. Off-Site Communications & Labor Policy.
i. Reply Timeframe. Service-related communications, including but not limited to scheduling services, placing orders, or addressing billing inquiries, will be replied to within one (1) business day. For ordinary communications in this timeframe, no additional charges shall be billed to the Client.
ii. Rapid Replies & Excessive Communications. Any other non-emergency communications, including those requiring a response within less than twenty-four (24) hours, or excessive communications, may be classified as off-site labor by the Service Provider. Such communications will be billed at the same rates set forth in this Section 17 for non-scheduled or after-hours service visits. Charges for off-site labor will be added to the Client’s next invoice and billed at the following rates:
A. Under thirty (30) minutes: Billed at a minimum of 0.5 hours.
B. Over thirty (30) minutes: Billed in full hours, rounded up to the next hour.
19. Return of Property. Upon the termination or expiration of this Agreement, the Service provider shall return all property provided by the Client. If the Service Provider fails to return such property timely, the Client may withhold final payment until such property is returned. Additionally, all property provided by the Service Provider, including, but not limited to, cleaning supplies, containers, equipment, livestock, and any other items must be returned by the Client. If the Client fails to timely return such property, the Service Provider may add surcharges to compensate for the inconvenience.
20. Confidentiality. The Service Provider acknowledges that all aspects of the Client’s personal residence and/or place of business is confidential (“Confidential Information”). Therefore, except for disclosures required to be made to advance the business of the Client, information which is a matter of public record, or disclosures required by valid law or legal process, the Service Provider shall not disclose any Confidential Information, except with the prior written consent of the Client.
a. Return of Original Documents. All originals of records, reports, documents, lists, plans, memoranda, notes, and other documentation related to the business of the Client containing Confidential Information shall be the sole and exclusive property of the Client. Such information shall be returned to the Client upon termination or expiration of this Agreement, or upon written request. But the Service Provider may retain copies of such information for its own internal business records.
b. Survival. This Section shall survive the termination or expiration of this Agreement.
21. Taxes. The Service Provider shall be solely responsible for its own tax withholdings. The Client shall pay for all applicable sales or use taxes on the Services provided and materials furnished or otherwise required by law in connection with the Services performed. Aquariums and related components are considered Tangible Personal Property by the State of Tennessee. All services, equipment, and materials are subject to sales and use tax.
22. Independent Contractor. The Service Provider is an independent contractor and is not the Client’s agent, partner, joint ventures, or employee. The Service Provider has no authority to bind or otherwise obligate the Client in any manner. The Service Provider shall not represent to anyone that it has a right to do so. In the event the Client suffers any loss or damage because of a violation of this provision, the Service Provider shall indemnify and hold harmless the Client from any such loss or damage.
23. Safety Standards & Practices. Subject to the Client’s duty to warn described in Section 24, the Service Provider shall be responsible for protecting its employees, subcontractors, vendors, and all other related persons from the risk of death or injury arising from the Services it performs for the Client. The Service Provider shall act in accordance with all valid workplace safety standards imposed by law and shall be solely responsible for any penalties incurred for any failure to adhere to such standards.
24. Client’s Duty to Warn of Known Dangers. The Client agrees to promptly notify the Service Provider of any known but hidden dangers on the Client’s premises so that the Service Provider may take appropriate precautions. This includes, but is not limited to, structural hazards, unstable ground, gas and electric lines, vicious or dangerous animals in the Client’s possession, and similar hazards to human health and/or safety. If the Client fails to provide warning of such dangers and the Service Provider discovers such on its own or is harmed by such dangerous conditions, the Service Provider may terminate this Agreement immediately for cause.
25. Compliance. The Service Provider shall comply with the Client’s reasonable policies and procedures for performing the Services, as well as all applicable local, state, and federal laws governing the Service Provider’s business.
26. Alcohol & Drug Policy. The presence and use of alcohol or drugs (prescribed medications excepted) by the Service Provider are prohibited while performing the Services. If the Service Provider or any of its agents, employees, or subcontractors are determined to be present or with prohibited alcohol or drugs in their possession, the Client may terminate this Agreement immediately.
27. Cancellation & No-Show Policy. The following terms apply to cancellations and no-shows for service appointments.
a. Notice of Cancellation of Appointment. The Client shall provide a minimum of forty-eight (48) hours’ notice prior to the scheduled service date to cancel an appointment. Failure to provide forty-eight (48) hours’ notice may result in a cancellation fee of fifty dollars ($50.00) or the full payment amount for the scheduled service, at the Service Provider’s discretion.
b. No-Show for Appointment. If the Client is unavailable at the scheduled time of service, the Service Provider will wait a maximum of fifteen (15) minutes after arrival. If the Client remains unavailable or unreachable within this time frame, the Service Provider reserves the right to depart from the Client’s premises and the appointment shall be considered forfeited. A cancellation fee of fifty dollars ($50.00) or the full payment amount for the scheduled service may be assessed for such forfeiture.
Communication of Cancellations. The Client agrees to communicate any cancellations by one of the following methods (standard phone and messaging rates may apply):
i. Call and leave a voicemail at (615) 410-7038; or
ii. Sending an email to service@reefrouteaquatics.com stating that the service appointment is being canceled.
28. Rescheduling Availability & Payment of Cancellation Fees.
a. Availability Not Guaranteed. Rescheduling service visits due to the Client’s cancellation is subject to the Service Provider’s availability, which may not be guaranteed due to conflicts with previously scheduled appointments with other clients. The Service Provider shall work with the Client to reasonably accommodate to the greatest degree practicable.
b. Cancellation Fees. Any applicable cancellation fees or charges due to a missed appointment must be paid in full before any new service appointments may be scheduled.
29. Additional Conditions. The Service Provider is responsible for ensuring the Client’s aquarium is in proper working order at the time of Service. But the Service Provider shall not be responsible for leaks, aquarium damage, livestock damage, or any other defects or failures that the Client’s reasonable inspection upon completion would have uncovered. The Client shall inspect all services performed before the Service Provider vacates the premises.
a. Rules & Instructions. The Client shall observe and comply with all the rules and warnings posted and follow any oral or written instructions the Service Provider issues. If the Client deliberately or repeatedly fails to adhere to these rules, warnings, or instructions, the Service Provider reserves the right to immediately terminate this Agreement for cause.
b. Certain Products Not Made Available by the Service Provider. For the purposes of ensuring product and material safety, the Service Provider reserves the right to decline the installation, dosing, or application of any materials or products that the Service Provider does not itself provide or make available. This includes, but is not limited to, the installation of controllers, filtration systems, protein skimmers, sumps, heaters, pumps, lighting, wavemakers, dosing equipment, and any chemical or biological supplements. The Service Provider assumes no responsibility for any installations or dosing of such supplements supplied by the Client.
30. Default. If a Party defaults under the terms of this Agreement, such Party shall be given reasonable time to cure the default not to exceed thirty (30) days. If the defaulting Party has indicated by communication or behavior that it will not cure the default, the non-defaulting Party may consider this Agreement terminated and shall have the right to pursue all available remedies.
31. Recovery of Expenses. In the event of a default under this Agreement that is not cured, the defaulted Party shall reimburse the non-defaulting Party for expenses the non-defaulting Party incurs in connection with the default, including court costs and reasonable attorney’s fees. If a cause of action is filed regarding this Agreement, the prevailing Party shall be entitled to recover its expenses incurred, including court costs and reasonable attorney’s fees at the trial level and on appeal.
32. Successors & Assigns. The provisions of this Agreement shall be binding upon and inure to the benefit of the Parties and their respective heirs, personal representatives, successors, and assigns.
33. Assignment & Delegation. This Agreement may be assigned or delegated without the express written consent of the other Party.
34. No Waiver. Failure to exercise one right or remedy shall not cause such right or remedy to be waived, or for any other right or remedy to be waived.
35. Force Majeure. The Service Provider shall not be held liable for any delay or failure to perform its obligations under this Agreement when such delay or failure results from events or circumstances beyond the Service Provider’s reasonable control (“Force Majeure Event”). These events include, but are not limited to, acts of God, natural disasters, fires, floods, severe weather conditions, epidemics, government actions or restrictions, international trade wars or embargoes, labor disputes, supply chain interruptions, equipment shortages, power outages, terrorism, war, severe illness, injury, death or any other unforeseen or unavoidable events, including defective products that are defective due to manufacturer and not due to the Service Provider’s own actions. If there is a Force Majeure Event, the Service Provider will make reasonable efforts to notify the Client as soon as practicable, detailing the nature of the delay and an estimated timeline for resuming services, as well as taking reasonable mitigation measures. This does not absolve the Client of the obligation to pay for services previously rendered.
36. Governing Law & Venue. This Agreement shall be governed by and interpreted according to the laws of the State of Tennessee, without regard to conflict of laws principles. Any dispute regarding the interpretation or enforcement of this Agreement shall be heard exclusively in the courts of Rutherford County, Tennessee.
37. Severability. If a court of competent jurisdiction rules that any provision of this Agreement is unenforceable, the remaining provisions shall be severed and continue in full force and effect.
38. Integration & Modification. This Agreement and any subsequently issued invoices constitute the entire understanding between the Parties regarding the Services to be performed. This provisions herein supersede all prior contemporaneous agreements, representations, and understandings of the Parties, whether oral or in writing. Any modification is only effective if it is in writing and attached as an addendum to this Agreement, with copies being provided to both the Service Provider and the Client.
SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the Parties agree to be bound by the terms of this Agreement and have executed it on the date indicated below.
Client Date
Reef Route Aquatics, LLC Date
By: Robert Dietz, CEO