Service Activation Agreement

This Service Activation Agreement (“Agreement”) is entered into by and between SLAB Dynamics (“Provider”) and the undersigned (“Client”). By signing below, Client acknowledges and agrees to the following terms and conditions:

1. Purpose

This Agreement governs the provision of equipment, operators, and related services by Provider to Client. It establishes the financial obligations, scope of work, and allocation of responsibility between the parties.

2. Fee Structure & Payment Terms

2.1 Daily Rate. Services are billed at a daily rate of $1,250.00 (USD) per day, per machine and/or operator assigned.

2.2 Expenses. Client shall be solely responsible for all related expenses, including but not limited to:

  • Travel (airfare, ground transport, mileage reimbursement at current IRS rate)

  • Lodging (hotel or equivalent accommodations)

  • Meals and per diem allowances

  • Freight, shipping, or mobilization costs

  • Consumables and incidental supplies necessary for operation

2.3 Estimated Pre-Payment. Prior to mobilization, Provider shall deliver an Expense Estimate including anticipated travel, lodging, and per diem costs. Client shall pay:

  • 100% of the estimated expenses upfront; and

  • The full daily service rate for all scheduled days upfront.

2.4 Reconciliation of Expenses. Upon completion of services, Provider will present a reconciliation of all actual costs incurred. If expenses exceed the estimate, Client shall pay the balance within five (5) business days of invoice. If actual expenses are less than the pre-paid estimate, Provider shall refund the difference within ten (10) business days.

2.5 Payment Schedule.

  • Services will not commence until the signed Agreement and required upfront payments are received.

  • All payments are non-refundable except as expressly provided herein.

2.6 Non-Payment. Failure to pay any invoice when due shall result in:

  • Immediate suspension of services;

  • Accrual of interest at 1.5% per month (18% annual) on unpaid balances; and

  • Client’s liability for all costs of collection, including reasonable attorney’s fees and court costs.

3. Activation of Services

Services commence upon receipt of (a) this signed Agreement, and (b) all required deposits and pre-payments. Activation includes scheduling, mobilization, and confirmation of Provider’s readiness to perform.

4. Cancellations

  • Cancellations must be made in writing.

  • If cancellation occurs 7 or more days before scheduled activation, expenses already incurred (e.g., non-refundable travel, shipping) will be deducted from the deposit.

  • If cancellation occurs within 7 days of activation, all deposits and daily rates paid are forfeited.

5. Scope of Services

Provider agrees to supply equipment, trained operators, and/or training as described in the Service Order. Any additional services not expressly included require written agreement and may be billed separately.

6. Insurance & Risk Allocation

6.1 Client’s Insurance Obligations. Client shall maintain, at its sole cost, adequate insurance covering:

  • General liability

  • Workers’ compensation (if applicable)

  • Property damage sufficient to cover all equipment and third-party exposures

Proof of insurance must be provided prior to activation.

6.2 Assumption of Risk. Client assumes full responsibility for the project environment, jobsite conditions, and safety of all personnel not employed by Provider.

6.3 Indemnification. Client agrees to indemnify, defend, and hold harmless Provider, its officers, employees, and subcontractors from and against any claims, damages, losses, or liabilities arising from:

  • Operation of the equipment on Client’s site;

  • Injury, loss, or damage caused to third parties;

  • Misuse, neglect, or failure to follow proper operating procedures.

6.4 Limitation of Liability. Under no circumstances shall Provider’s liability exceed the total amount of fees paid under this Agreement. Provider shall not be liable for any indirect, incidental, special, or consequential damages, including lost profits, delays, or downtime.

7. Termination

Either party may terminate this Agreement with written notice if the other party materially breaches any obligation and fails to cure within ten (10) business days of written notice. Termination does not release Client from payment obligations accrued prior to termination.

8. Governing Law & Venue

This Agreement shall be governed by the laws of the state in which Provider is headquartered, without regard to conflict of laws principles. Any dispute shall be resolved exclusively in the courts of said state, and Client consents to personal jurisdiction therein.

9. Entire Agreement

This Agreement constitutes the entire understanding of the parties and supersedes all prior discussions, proposals, or agreements. No amendment shall be valid unless in writing and signed by both parties.

10. Signatures

By signing below, the Client acknowledges full understanding of this Agreement and accepts liability for all financial and legal responsibilities contained herein.