1. Service Pricing. This Agreement shall bind Nelbud Services, LLC (“Nelbud”) and customer (“Customer”) to the pricing terms set forth below. This Agreement shall become binding upon the first to occur of the following: (i) both parties hereto signing this Agreement, and (ii) performance by Nelbud upon consent by Customer.
  2. Frequency of Service. Where applicable, Customer shall solely decide the frequency of service desired, and Nelbud shall not have any responsibility for such decisions.  Nelbud shall not be responsible for additional cleaning or service or any implications arising from the Customer’s decisions.  Nelbud shall use reasonable diligence to perform the services on the regularly scheduled service date.  However, this date is not guaranteed, and Nelbud shall not be responsible for incidental, consequential, direct, or indirect damages of any nature caused thereby or related thereto.
  3. Multi-Site Accounts. Nelbud’s per-site pricing for Multi-Site Accounts is based on Nelbud’s inspection of sample locations that are intended to be representative of all locations covered under the contract (“Sample Locations”).  Nelbud and Customer agree that Nelbud may discover at certain sites material variances from the conditions observed at the Sample Locations (an “Exception Location”).  In such event, Nelbud shall provide notice to Customer within ten days of its discovery of any exception conditions, and Nelbud and Customer agree to establish a new per-site price for the Exception Location.  In the event Nelbud and Customer are unable to reach an agreement on a new per-site price on any Exception Location within thirty days, Nelbud has the right, in its sole discretion, to continue providing services at the contractual per-site price or to remove the Exception Location from the Agreement.
  4. Deficiency Resolution. Customer acknowledges that its fire protection, wastewater, and exhaust system must be fully compliant with all applicable federal, state, and local laws and shall adhere to any applicable National Fire Protection Association (“NFPA”) Sections.  Nelbud and Customer agree that Nelbud may discover, during the course of Nelbud’s contracted duties, certain system deficiencies that may cause the Customer to be non-compliant with applicable federal, state, and local laws.  Nelbud and Customer agree that Nelbud shall have the right to resolve known deficiencies at the time of discovery, as long as the cost to the Customer does not exceed FIVE HUNDRED DOLLARS ($500) and Nelbud has the appropriate materials.  Should the cost exceed this limit or Nelbud not have the appropriate materials, then Nelbud will contact the Customer within TEN (10) days of discovery of the deficiency and obtain the Customer’s consent to resolve the deficiency.
  5. Payment Terms.Customer agrees to the payment terms set forth in the Agreement, and Customer authorizes Nelbud to charge Customer’s credit card or initiate a transfer from Customer’s bank, in each case as designated by Customer, for payments that become due.  In the event that Customer’s credit card number or bank account information becomes invalid for any reason, Customer shall promptly provide Nelbud with a valid credit card number or valid bank account information.  If a payment becomes overdue through no fault of Nelbud, then Nelbud shall be entitled to charge interest on the overdue amount at the rate of one and one-half (1.5%) percent per month from the due date until the amount due is paid.
  6. Adjustments to Nelbud Pricing and Charges:The pricing and charges set forth in Nelbud’s proposal are only applicable to Nelbud’s first service call.  Nelbud reserves the right to adjust pricing for subsequent service calls based on increases in Nelbud’s costs, including, but not limited to, the cost of labor and materials.  Nelbud also will have the right to implement fuel surcharges until the price of diesel and non-diesel fuel is less than $3.00 per gallon in the applicable service area.  After the first service call has been performed, Nelbud will inform Customer in writing (e-mail will suffice) at least thirty (30) days prior to a subsequent service call if there will be changes to Nelbud’s pricing or charges for such service call and, if so, what the new pricing and charges are.  In addition to the foregoing, Customer agrees that Nelbud’s pricing and charges are also subject to increase annually in an amount not to exceed the most recently published twelve-month change in the Consumer Price Index (CPI) (which annual increases will be generally applied after each annual renewal of the Agreement).  Customer may terminate this Agreement upon written notice to Nelbud within fifteen (15) days of notification of any changes to Nelbud’s pricing and charges.
  7. Limitation of Remedies. In the event that Nelbud does not properly perform the service(s) described or required by this Agreement as determined in Nelbud’s reasonable discretion, upon written notice to Nelbud, Customer’s sole and exclusive remedy shall be causing Nelbud to re-perform the service(s) not properly performed.  Nelbud shall not be liable for any damage due to any portion of the grease exhaust, fire protection, or wastewater system not meeting the applicable federal, state, and local standards or that has not been properly installed or maintained in accordance with such standards.
  8. Cancellation. Cancellation of routine or emergency service without at least twenty-four (24) hours’ written notice shall result in a fee of fifty (50%) percent of the proposed service amount.  The Customer will be required to pay this amount in accordance with Section 3 of this Agreement unless such cancellation is due to a catastrophic condition or event which prevents such notice as determined by Nelbud in its sole discretion, in which case there shall be no fee imposed on Customer.
  9. Agreement Termination.If Nelbud does not perform services to the satisfaction of the Customer, the Customer may elect to terminate the Agreement at any time.  To terminate the Agreement, the Customer must give Nelbud 30 days’ written notice and an opportunity to correct any deficiencies; if after 30 days, the Customer and Nelbud agree that the problems cannot be resolved, the Agreement is terminated without penalty to either party.
  10. Miscellaneous. Customer will cooperate with Nelbud in providing access to items to be serviced under this  Customer acknowledges that its fire protection, wastewater, and exhaust system must be fully compliant with all applicable federal, state, and local laws and shall adhere to any applicable National Fire Protection Association (“NFPA”) Sections, including but not limited to 10, 17A, 13, 72, and/or 96, 2014 Ed., 4.1.5, which states, “The responsibility for inspection maintenance and cleanliness of the ventilation control and fire protection of the commercial cooking operations shall be the ultimate responsibility of the owner of the system provided that this responsibility has not been transferred in written form to a management company or other party.”
  11. Severability. In the event that any term or provision of this Agreement is or is declared to be illegal, void, or unenforceable, the same shall not affect or impair the other terms or provisions.  The doctrine of severability shall be applied.  The parties hereto do not intend by this paragraph to imply the illegality, voidability, or enforceability of any term or provision of this Agreement.
  12. Waste. Payment, disposal, and containerization of waste as a result of work performed are the responsibility of the owner unless stated differently in the scope of services.
  13. Disinfection ServicesNo Warranty. Nelbud shall perform the services in accordance with generally recognized industry standards for similar services. NELBUD DOES NOT MAKE AND EXPRESSLY DISCLAIMS, ANY WARRANTIES OR GUARANTEES TO CUSTOMER OF ANY KIND WHATSOEVER.
  14. Equal Opportunity Employment Clause:This contractor and subcontractor shall abide by the requirements of 41 CFR §§ 60-1.4(a), 60-300.5(a) and 60-741.5(a). These regulations prohibit discrimination against qualified individuals based on their status as protected veterans or individuals with disabilities and prohibit discrimination against all individuals based on their race, color, religion, sex, sexual orientation, gender identity or national  Moreover, these regulations require that covered prime contractors and subcontractors take affirmative action to employ and advance in employment individuals without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, protected veteran status, or disability.
  15. Choice of Law. It is the intention of the parties hereto that the laws and the courts of the State of New Jersey shall govern this Agreement.

Exhibit A: Kitchen Exhaust Hood Cleaning 

  1. KEC Cleaning Disclosure: The following details Nelbud Services’ cleaning process, procedures, and requirements to comply with the standards outlined in NFPA 96. Ultimately, following these standards will help to ensure the cleaning is performed safely, effectively & in a timely manner.
  2. Cleaning Prerequisites of Customer
    1. Our scheduled work normally will require several hours and possibly the entire shift depending on the system – it is critical this is communicated to all appropriate people/departments to include:
    2. Kitchen Supervisor who meets our technicians
    3. Building Supervisor who would allow our technicians into the building
    4. Security Personnel who would assist with any security access needed
    5. Any required personnel who will have to stay with our crew to provide access to any part of the grease exhaust system including ductwork and roof/exhaust fans is your responsibility.
    6. A key will be required if not a 24-hour operation to allow Nelbud to conveniently schedule the work
    7. All food is removed from the work area to a secure area.
    8. Adequate parking for our service vehicles and access to a loading dock, elevators, and the roof is provided during the entire time of the scheduled service.
    9. We must have access to hot water and power within the facility.
    10. All areas of service should be free of non-essential staff for safety reasons.
    11. Access to a dumpster or kitchen trash for debris must be provided.
  3. Cleaning Procedures
    1. Nelbud will clean all interior and exterior areas of the kitchen hoods, filters, accessible ductwork and exhaust fans.
    2. NFPA 96 requires complete access throughout the exhaust system. Any inaccessible areas will be noted and communicated to you in the form of a deficiency notification which could include a quote for the installation of access panels.
    3. Any removed access panels are replaced and labeled with the date of inspection as required by NFPA 96.
    4. If exhaust fans were found on, they will be returned to that position.
    5. Manual scraping will be used where needed for extreme grease build-up.
    6. A USDA-approved grease detergent, hot water, and high-pressure rinse will be used throughout the cleaning process.
    7. All hoods are hand dried and polished with equipment being returned to its original position.
    8. Airflow readings will be used to validate adequate draw.
    9. All pilot lights will be relit if on at the start of the service.
    10. Upon completion, a cleaning and inspection certificate will be applied to the hood(s). In addition, an electronic report indicating all work was performed or exceptions were found as required by NFPA 96. that include before and after pictures, audio notes and video will be sent to the designated contact to receive such report.
    11. Removed waste is deposited properly in kitchen floor drain/grease trap/dumpster
    12. All services performed in a workmanlike manner will comply with applicable standards set forth in the National Fire Protection Association and International Kitchen Exhaust Cleaners Association.
  4. Overall Safety:Nelbud takes safety very seriously, for both our employees and customers.  Should a Nelbud technician find a building condition to be unsafe, we ask our technicians to provide pictures and video for documentation so we can bring it to your attention. Should a situation be unsafe, a technician can make a judgment call to continue the job or leave until a solution is made with the customer to remedy the concern.
  5. Pre-Existing Conditions:Nelbud is not responsible for any pre-existing issues or damage to the kitchen exhaust system from improper maintenance and cleaning. This also includes rooftop grease contamination that is causing or will cause damage to the roof and the roofing material. Nelbud can provide solutions to most pre-existing issues not meeting NFPA 96 Standards or other standards and codes through an initial site survey documenting our findings. These findings will be shared with you accompanying solutions in the form of a proposal if Nelbud can provide such a solution. Customer agrees that Nelbud is not responsible for damage related to pre-existing issues or damage and agrees to release, indemnify defend and hold harmless for any and all liability for damages and/claims arising from any failure by Customer or its past service providers.