(1) ACCEPTANCE OF PROPOSAL. This Proposal shall remain valid for 30 days from the date signed by CUSTOM POOL SYSTEMS, LLC (hereinafter CUSTOM POOL SYSTEMS) and become a binding Agreement once signed by both parties.

(2) INSURANCE. CUSTOM POOL SYSTEMS shall carry standard form workers compensation and general liability insurance and Customer agrees to look only to CUSTOM POOL SYSTEMS’ insurance relative to any claim arising from CUSTOM POOL SYSTEMS’ performance.

(3) WORKING CONDITIONS. CUSTOM POOL SYSTEMS’ employees shall not be required to work in hazardous, improper or unreasonable conditions, and the Customer agrees to address these conditions to CUSTOM POOL SYSTEMS’ satisfaction as well as cooperate with CUSTOM POOL SYSTEMS to provide a safe and proper working environment.

(4) DAMAGE TO CUSTOM POOL SYSTEMS ‘S WORK. The Customer shall be fully responsible for the costs of any damage to CUSTOM POOL SYSTEMS’ work or equipment caused by Customer, its agents, contractors, subcontractors or third parties. Customer shall immediately reimburse CUSTOM POOL SYSTEMS for the costs necessitated by repairs to such damage, including labor, material, expenses and 30% for overhead and profit. Customer assumes the risk of loss or damage resulting from fire, theft, misuse, abuse, natural elements, or vandalism, and Customer agrees to reimburse CUSTOM POOL SYSTEMS for any such loss or damage.

(5) CHANGES AND/OR ALTERATIONS. In the event there are any changes after CUSTOM POOL SYSTEMS has computed its costs, then it is agreed that the Customer and CUSTOM POOL SYSTEMS shall compute the additional cost for such changes and thereby agree upon the sum to be added to the amount set in this Agreement.

(6) COMPLETION AND ACCEPTANCE. Customer shall immediately inspect the work performed by CUSTOM POOL SYSTEMS and any aspect of the work not acceptable to Customer must be specifically noticed in writing to CUSTOM POOL SYSTEMS within 2 days of CUSTOM POOL SYSTEMS’ performance of its work. CUSTOM POOL SYSTEMS shall then be given a reasonable opportunity to address such issue.  A full and complete acceptance of the work shall be presumed upon the Customer making payment.

(7) PAYMENT. In the event any balance due CUSTOM POOL SYSTEMS is not paid within 30 days of CUSTOM POOL SYSTEMS’ invoice, then the Customer shall be in default. Customer shall be responsible to pay interest at the rate of 1½% per month (18% per annum) on any unpaid amount and to pay all costs and expenses, including but not limited to reasonable attorney’s fees and costs, incurred by CUSTOM POOL SYSTEMS in collecting any outstanding amount due under this Agreement, or enforcing its rights hereunder, with or without suit. Proper venue for any litigation stemming from this Agreement will be a court of competent jurisdiction in Miami-Dade County, Florida.

(8) WARRANTY. CUSTOM POOL SYSTEMS warrants to Customer only that all work furnished by it will be of standard quality, type and condition, free from defects, and will be performed in a good workmanlike manner. CUSTOM POOL SYSTEMS hereby agrees to address any defective workmanship for up to 90 days after performance upon receipt of proper notice in writing, by certified mail, providing that the job complained of has been paid for in full. There is no warranty if the total Agreement price is not paid in full or if the work supplied by CUSTOM POOL SYSTEMS is misused, abused, modified in any way. All warranty work shall be performed during normal business hours.  EXCEPT AS specifically provided herein, there are no other warranties, express or implied, including but not limited to any implied warranties of merchantability or fitness for a particular purpose. CUSTOM POOL SYSTEMS will not be responsible for any special, incidental or consequential damages and any claim against CUSTOM POOL SYSTEMS or its agents, officers, and employees shall be limited to the replacement value of its work and only if such work is found to be defective.

(9) JOB COSTS/INCREASES/AVAILABILITY.  Customer shall reimburse CUSTOM POOL SYSTEMS for all fees incurred in connection with permits necessary for the work. If material or equipment, which CUSTOM POOL SYSTEMS is required to furnish under this Agreement, becomes unavailable, either temporarily or permanently, subsequent to the execution of the Agreement, through causes beyond the control and without the fault of CUSTOM POOL SYSTEMS, then in the case of temporary unavailability, the Agreement time shall be extended in writing for such period of time as CUSTOM POOL SYSTEMS  shall be delayed by such unavailability; and in the case of permanent unavailability, CUSTOM POOL SYSTEMS shall be excused from the requirement of furnishing such work. The Customer agrees to pay CUSTOM POOL SYSTEMS any increase in cost of the material or equipment or furnishing which has become permanently unavailable and the cost of the closest substitute

which is then reasonably available. If any changes are made by altering, adding to or deducting from the work, the Agreement price shall be adjusted accordingly.

(10) PRIOR AGREEMENTS/AMENDMENTS. This Agreement contains the entire agreement between the parties and supersedes and replaces any and all prior agreements, whether oral or written.  The Agreement may only be amended or modified by a written agreement executed by all parties. Oral representations may not be relied on. The Customer signing this proposal and Agreement represents he/she is authorized by or is the lawful owner of the property where the work is being performed. Failure to enforce all or any of the terms or conditions of this Agreement shall not be interpreted as a waiver of their continuing effect thereof.

(11) LIMITATION OF LIABILITY.  CUSTOM POOL SYSTEMS’ liability in any action related to this Agreement or the work performed hereunder, shall in no event exceed the amount of the Agreement and such liability may be fully discharged by a reimbursement of any payments received by CUSTOM POOL SYSTEMS under this Agreement. This limitation of liability is expressly intended to apply to all types of claims, including but not limited to claims for CUSTOM POOL SYSTEMS’ own negligence. Notwithstanding anything else to the contrary. CUSTOM POOL SYSTEMS shall have no liability or responsibility for any damages caused by others or for damages either before commencement of, or during the said work, or after said work, caused by structural faults, strikes, war, Acts of God, outbreaks, epidemics, endemics, pandemics, sudden rain, wind storms, vandalism, theft or any event beyond its reasonable control. CUSTOM POOL SYSTEMS shall not be liable for any damages resulting from the incompatibility with the Customer’s existing conditions. Any interruption in the work agreed upon in this Agreement which results in lost time and is not the fault of CUSTOM POOL SYSTEMS, or which is beyond the reasonable control of CUSTOM POOL SYSTEMS, will be billed to the Customer as an extra cost according to time lost.

(12) RIGHTS, RESPONSIBILITIES AND DISCLAIMERS.

1. CUSTOM POOL SYSTEMS disclaims responsibility for conditions which are hidden or otherwise not reasonably discoverable by CUSTOM POOL SYSTEMS, and for variations in color, texture, graining, veining and finish. Exact matches are not guaranteed.
2. Customer acknowledges and agrees that its failure to make timely payments to CUSTOM POOL SYSTEMS shall constitute a material breach of this Agreement.
3. Customer shall be responsible for all preparations necessary and preliminary to CUSTOM POOL SYSTEMS’s installation of its products including but not limited to all rough carpentry, plastering, electrical, plumbing and painting work.
4. It is understood and agreed that CUSTOM POOL SYSTEMS shall receive written notice of any breach, default or failure to perform, specifying in detail CUSTOM POOL SYSTEMS’ unsatisfactory performance and providing a reasonable opportunity for CUSTOM POOL SYSTEMS to cure such unsatisfactory issue, and CUSTOM POOL SYSTEMS must fail to commence and diligently pursue a cure, before CUSTOM POOL SYSTEMS shall be considered in breach or default, or be terminated for cause, and before Customer may take over the Work or withhold payments from CUSTOM POOL SYSTEMS.
5. Any controversy or claim shall be resolved by first submitting same to mediation before an impartial mediator selected by both parties (who shall equally share the mediator’s fees and costs). Mediation to take place in Miami-Dade County, Florida.
6. The prevailing party in any action taken by a party to this Agreement to enforce or interpret the terms of this Agreement shall recover its reasonable legal fees and costs, from the other party.
7. If Customer fails to comply with these terms and conditions or if Customer’s credit becomes unsatisfactory in CUSTOM POOL SYSTEMS’ sole discretion, then CUSTOM POOL SYSTEMS reserves the right to terminate, suspend or slow its work upon notice to Customer.
8. Customer certifies it is financially solvent and it will immediately advise CUSTOM POOL SYSTEMS if it becomes insolvent or unable to promptly pay its bills.
9. Customer agrees to advise CUSTOM POOL SYSTEMS in writing of any changes in ownership of any Customer entity or of the property upon which CUSTOM POOL SYSTEMS is performing its work within 5 days of such change.

J. Customer consents to CUSTOM POOL SYSTEMS, LLC.’s use of photographs, video and image, likeness and appearance in any manner or media, promotion and/or advertising, including use on web pages, social media, print and/or television.  The photographs and video may be used in whole or in part, or alone or with other photographs and video.