Effective Date: September 9, 2025
This Client Service Agreement ("Agreement") is made effective as of [Effective Date] between Washzilla ("Service Provider") and [Client Name] ("Client"). Together, the Service Provider and the Client are referred to as the "Parties."
The Service Provider will provide professional vehicle detailing services ("Services") as described in the attached Scope of Work ("SOW"). Each SOW will set out the type of detailing package (e.g., Standard, Express, Premium, Custom), service location, frequency, pricing, and any specific inclusions or exclusions.
Any task, service, or duty not expressly described in this Scope of Work ("SOW") will be considered outside the scope of this Agreement. Additional services requested by the Client must be documented in writing and approved by both Parties through a new or amended SOW. Without limiting the generality of the above, the following are expressly excluded unless specifically listed in the SOW:
The Service Provider will perform Services in a professional, thorough, and workmanlike manner consistent with automotive detailing industry standards. All Services will be completed using established procedures, detailing checklists, and professional-grade products.
The Service Provider does not guarantee:
The Service Provider will make all reasonable efforts to achieve the best possible results based on the condition of the vehicle at the time of service. Where limitations are identified, the Service Provider will communicate them to the Client before or during service.
The Service Provider reserves the right to decline, suspend, or discontinue Services if, in its reasonable judgment:
If Services are declined or suspended under this Section, the visit may still be billed in accordance with the cancellation policy set out in Section 5.
This Agreement begins on the Effective Date set out in the Client Service Agreement and will remain in effect until terminated in accordance with Section 13.
Each detailing service, recurring package, or one-time booking will be documented in a separate Scope of Work ("SOW") issued under this Agreement.
This Agreement applies to all Services provided by the Service Provider to the Client, whether one-time or ongoing, unless a written amendment or new Agreement is signed by both Parties.
If the Client books recurring Services (such as weekly, bi-weekly, or monthly), this Agreement will remain in effect and continue to apply to each scheduled booking until the Client or the Service Provider cancels or terminates the Services in accordance with Section 13.
The Client must provide safe, reasonable, and timely access to the vehicle at the scheduled service time and location. If access is denied, delayed, or restricted, the appointment may be billed in accordance with the cancellation policy in Section 5.
The Client is responsible for removing all valuables, fragile items, electronics, documents, and personal belongings from the vehicle before Services begin. The Service Provider will not be liable for loss, damage, or theft of such items under any circumstances.
The Client must disclose in advance any known hazards that may affect the Services, including but not limited to pest infestations, biohazards, sharp objects, broken glass, or unsafe vehicle conditions. If undisclosed hazards prevent Services, the appointment may be billed in accordance with Section 5.
The Client must ensure that electrical power and water supply are reasonably available at the service location if required to complete the detailing Services.
If electrical power or water supply is unavailable, restricted, or inadequate, and the Service Provider cannot reasonably complete the Services, the appointment may be rescheduled or billed in accordance with the cancellation policy in Section 5.
The Client is responsible for ensuring that all power and water sources provided are safe, functional, and compliant with standard usage requirements. The Service Provider will not be liable for any interruption, damage, or delay caused by defective or unsafe power or water sources.
Service dates, times, and frequency will be set out in the Scope of Work ("SOW"). The Client is responsible for ensuring that the vehicle is available and accessible at the scheduled time and location.
The Client may reschedule a Service by providing at least twenty-four (24) hours' written or verbal notice without penalty. Rescheduling with less than twenty-four (24) hours' notice, but not on the same day of the scheduled Service, will result in a rescheduling fee of fifty dollars ($50). Rescheduling on the same calendar day as the scheduled Service will be treated as a same-day cancellation under Section 5.3.
The Client may cancel a Service by providing at least twenty-four (24) hours' written or verbal notice without penalty. Cancellations with less than twenty-four (24) hours' notice, but not on the same day of the scheduled Service, will result in a cancellation fee of fifty dollars ($50). Same-day cancellations, defined as any cancellation made on the calendar day of the scheduled Service regardless of time, will be billed at one hundred percent (100%) of the Service fee.
If the Service Provider is unable to access the vehicle at the scheduled time due to lockouts, denial of access, or other access-related issues caused by the Client, the visit will be deemed a same-day cancellation and billed at one hundred percent (100%) of the Service fee.
If the Service Provider, in its reasonable judgment, declines or suspends Services under Section 1.4 (Right to Decline or Suspend Services) or Section 4 (Supply of Power and Water), the situation will be treated as a Client cancellation. If the determination is made with less than twenty-four (24) hours' notice but prior to the same day of service, a cancellation fee of fifty dollars ($50) will apply. If the determination is made on the same calendar day as the scheduled Service, the full Service fee (100%) will be billed.
All service fees, rates, and charges for the Services will be set out in the applicable Scope of Work ("SOW"). Unless otherwise specified in the SOW, all prices are quoted in Canadian dollars and are exclusive of applicable taxes. Taxes will be applied in accordance with federal, provincial, and local laws.
For one-time Services, payment is due in full on the same calendar day the Service is completed, unless otherwise agreed in writing. For recurring Services, invoices are due and payable within fifteen (15) calendar days of the invoice date unless otherwise specified in the SOW. Payment will be considered received on the date funds are cleared and available to the Service Provider.
For recurring Services, the Service Provider will issue invoices to the Client on a recurring schedule (weekly, bi-weekly, or monthly) as specified in the SOW. Each invoice will include a breakdown of services rendered, applicable fees, and taxes.
The Service Provider accepts payment by electronic transfer (EFT), debit card, credit card, or other payment methods as specified in the SOW. Cash payments are not accepted.
If the Client disputes any portion of an invoice, the Client must notify the Service Provider in writing within five (5) business days of receiving the invoice, clearly identifying the specific amount and reason for the dispute. The undisputed portion of the invoice must still be paid in full by the due date. Both Parties agree to work in good faith to review and resolve the disputed amount in a timely manner.
If payment is not received on the same calendar day for one-time Services, or within fifteen (15) calendar days of the invoice date for recurring Services, the Service Provider may suspend or terminate Services in accordance with Section 13 (Termination). The Service Provider may also withhold any future Services until the account is settled in full. In addition, the Client will be responsible for all costs incurred in recovering outstanding amounts, including but not limited to legal fees, collection fees, and administrative expenses.
For certain Services, the Service Provider may require a deposit or prepayment as specified in the SOW. Deposits are non-refundable except as required by law or expressly stated in the SOW. Prepaid amounts will be credited toward the total Service fee unless otherwise agreed in writing.
The Service Provider reserves the right to adjust its rates, fees, or charges by providing the Client with at least thirty (30) days' written notice. Price adjustments may be made to account for changes in labour costs, supply costs, or business conditions affecting the delivery of Services. Any such adjustments will apply only to future Services scheduled after the effective date of the change.
The Service Provider will perform Services in a professional and workmanlike manner consistent with industry standards. However, the Service Provider will not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of use, loss of business, or loss of value, arising out of or related to the Services, even if advised of the possibility of such damages.
The total liability of the Service Provider for any claims, losses, damages, or expenses arising out of or relating to this Agreement, whether in contract, tort, or otherwise, will be limited to the total amount actually paid by the Client to the Service Provider for the specific Service giving rise to the claim.
The Service Provider is not responsible for:
At the time of entering into this Agreement, the Service Provider does not maintain liability insurance or workers' compensation insurance. The Client acknowledges and accepts this fact and agrees that they will not hold the Service Provider, its employees, or subcontractors liable for any claims, losses, or damages beyond the limits set out in this Agreement.
The Client is solely responsible for maintaining insurance coverage for their vehicle, including property and liability insurance. Any loss, damage, or claim not expressly assumed by the Service Provider under this Agreement will remain the responsibility of the Client and their insurer.
The Client agrees to indemnify, defend, and hold harmless the Service Provider and its employees, agents, and subcontractors from and against any and all claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of or related to the Client's failure to disclose hazards, unsafe conditions, or other relevant information; the Client's negligence or misconduct; or the use of unsafe power or water sources provided by the Client.
The Service Provider warrants that all Services will be performed in a professional and workmanlike manner consistent with detailing industry standards, as outlined in Section 1.3 (Service Standards).
As further set out in Section 1.3, the Service Provider does not warrant or guarantee:
Except as expressly stated in this Agreement, the Service Provider makes no other warranties, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or guarantees of specific results.
The Service Provider agrees to keep confidential any non-public, sensitive, or proprietary information disclosed by the Client in connection with the Services, except as necessary to perform the Services or as required by law.
These obligations of confidentiality do not apply to information that:
The Service Provider's obligations of confidentiality will continue during the term of this Agreement and for a period of twelve (12) months following its termination.
The Service Provider may engage subcontractors or independent contractors to perform part or all of the Services.
The Service Provider will remain fully responsible for ensuring that all Services are performed in accordance with this Agreement. The Client will not be charged additional fees solely due to subcontracting unless otherwise agreed in writing.
Both Parties agree to comply with applicable health and safety standards at the service location.
If the Service Provider determines that unsafe or hazardous conditions exist — including but not limited to biohazards, infestations, or dangerous access conditions — the Services may be suspended, declined, or discontinued in accordance with Section 5.
Neither Party will be liable for any delay or failure to perform obligations under this Agreement if caused by events beyond their reasonable control, including natural disasters, government actions, epidemics, labour disputes, supply chain disruptions, or utility failures.
The affected Party must notify the other Party promptly of the Force Majeure event, and obligations will be suspended during the period of delay.
The Client may terminate this Agreement or any recurring Scope of Work by providing at least fourteen (14) days' written notice for personal detailing services, or thirty (30) days' written notice for commercial or fleet services.
The Service Provider may terminate this Agreement with thirty (30) days' written notice, or immediately if the Client fails to make timely payment, breaches the Agreement, or creates unsafe or unlawful conditions.
Upon termination, the Client will remain responsible for payment of all Services performed up to the effective date of termination.
This Agreement will be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein. The Parties agree that the courts of Ontario will have exclusive jurisdiction over any disputes arising out of or relating to this Agreement.
This Agreement, together with any Scope of Work ("SOW"), constitutes the entire understanding between the Parties and supersedes all prior agreements, communications, or understandings, whether written or verbal, relating to the subject matter. No amendment is valid unless in writing and signed by both Parties. If any provision is found unenforceable, the remaining provisions will remain in effect.
By signing below, the Parties confirm that they have read, understood, and agreed to the terms and conditions set out in this Agreement. Each Party acknowledges that they have had the opportunity to seek clarification or independent advice before signing.