Recurring Janitorial & Garbage Collection Service
1.0 Introduction
This document outlines the policies, procedures, terms, conditions, and disclaimers of Bright Space Cleaning NYC Inc. (“BSC”). Throughout this document, “Bright Space Cleaning,” “Bright Space Cleaning NYC Inc.,” or “BSC” refers to the cleaning company itself. “Owner(s)” or “CEO” refers to the proprietor(s) of BSC. Our staff and subcontractors are referred to as “cleaning technicians,” “cleaning techs,” “employees,” or “contractors,” while our clients and anyone representing them are referred to as “Client,” “Clients,” or “You.”
This Agreement is specifically intended for Recurring Janitorial & Garbage Collection Services for Common Areas. Services may include routine cleaning, trash removal, recycling handling, maintenance of shared spaces, and related janitorial tasks as outlined in the signed Proposal, Scope of Work, or attached Exhibits. Common areas may include, but are not limited to, hallways, lobbies, stairwells, shared restrooms, entryways, elevators, garbage areas, and other shared building spaces unless otherwise stated in the signed Proposal or attached Scope of Work.
Certain garbage, recycling, or debris removal areas may be considered unsafe, inaccessible, hazardous, elevated, obstructed, or outside the normal scope of janitorial services. BSC staff, employees, and contractors are not permitted to access dangerous or unsafe areas, including but not limited to exterior fire escapes, unstable elevated surfaces, unsafe ledges, roofs, improperly secured platforms, confined spaces, areas requiring specialized fall protection, or locations that may create a risk of injury, property damage, OSHA violations, or unsafe working conditions.
If garbage, debris, or materials are located in such areas, BSC reserves the right to refuse removal, request relocation of the materials by the Client or building staff, or require additional specialized services, equipment, personnel, scheduling, or pricing before work may proceed. BSC shall not be held liable for unremoved materials located in unsafe or inaccessible areas that fall outside standard janitorial operations.
By signing this Agreement and entering into a recurring service contract with BSC, you agree to the terms outlined in this Agreement, any attached Exhibits, and any applicable terms published on our website. All recurring cleaning services are provided under a twelve (12)-month service contract unless otherwise stated in the signed Proposal. The Agreement automatically renews for successive twelve (12)-month periods unless non-renewed under §13.1 or terminated under §13.2.
This Agreement, together with any signed Proposal, attached Exhibits, Addendums, and incorporated terms, forms the entire understanding between the Client and BSC and governs all recurring cleaning services provided during the contract term.
Recurring service rates are governed by the applicable pricing, scope, add-on, and adjustment provisions of this Agreement, including §§4.2, 8.2, 8.3, and 8.8.
1.1 Policy Updates
Bright Space Cleaning (“BSC”) may modify, amend, or update these policies, terms, conditions, and disclaimers from time to time. Material changes (i.e., changes that affect Client rights, obligations, or pricing practices) will be communicated to Client in writing at least thirty (30) days before the effective date and will apply prospectively. For agreements that automatically renew, any material change effective at renewal will be noticed 5–30 days before the renewal date, and Client may elect non-renewal under §13.1 or terminate under §13.2 before the change takes effect. Non-material updates (e.g., formatting, contact details, clarifications) may be implemented by posting the updated version on BSC’s website with a revised effective date.
Clarifications:
(a) This §1.1 does not authorize mid-term price changes; pricing adjustments are governed by the applicable pricing, scope, add-on, and adjustment provisions of this Agreement, including §§4.2, 8.2, 8.3, and 8.8.
(b) Continued scheduling or receipt of services after the effective date of a noticed update constitutes acceptance of that update.
1.2 Contact
Questions, or concerns regarding this agreement, scheduling, invoicing, or service performance may be directed at:
Bright Space Cleaning NYC Inc.
Attn: Contracts Department
216 North 8th Street, #1B, Brooklyn, NY 11211
📧 info@brightspacenyc.com 📱 718-490-5574 📞 718-744-0272
🌐 www.brightspacenyc.com
1.3 Cleaning Necessity Level (CNL)
“CNL” (Cleaning Necessity Level) is BSC’s framework for classifying property condition and determining the level of labor, time, effort, equipment, chemicals, procedures, and operational resources required to properly perform services. The Client selects a preliminary CNL during intake; however, Bright Space Cleaning NYC Inc. (“BSC”) reserves the right to inspect, verify, and reclassify the assigned CNL based upon actual site conditions observed before, during, or after service performance. See Exhibit B.
If the CNL provided by the Client is found to be inaccurate, misleading, incomplete, inconsistent with photographs, videos, descriptions, walkthroughs, or actual on-site conditions, BSC reserves the right to adjust the quoted pricing, labor allocation, scheduling, scope, or service classification upward by one or more CNL levels as reasonably necessary to reflect the true condition of the property.
The Client acknowledges and agrees that recurring cleaning services are priced, scheduled, staffed, and performed based upon ordinary day-to-day occupancy conditions and routine levels of dirt, dust, debris, garbage, and traffic reasonably associated with normal multi-unit residential or commercial building operations under the assigned recurring maintenance CNL (Cleaning Necessity Level).
If, during the performance of recurring services, BSC encounters conditions exceeding the scope of ordinary recurring maintenance cleaning, including but not limited to:
• construction or renovation debris
• contractor dust or post-repair conditions
• flooding, leaks, burst pipes, or water intrusion
• restoration-related conditions
• excessive buildup or abnormal soiling
• spills, accidents, contamination, or biohazard conditions
• or any condition requiring specialized procedures, chemicals, equipment, containment, PPE, labor, or additional service time
BSC reserves the right to suspend, modify, delay, or reassess the affected portion of the service and immediately notify the Client, property owner, manager, or authorized representative regarding the conditions identified.
Upon inspection, BSC may reclassify the affected areas under a higher or specialty CNL (Cleaning Necessity Level) classification and apply revised specialty cleaning rates, restoration rates, post-construction cleaning rates, emergency service rates, hazard mitigation rates, or other applicable charges necessary to properly address the actual site conditions.
The Client shall have the option to approve or decline the recommended specialty cleaning services and associated pricing adjustments. If the Client declines such recommended services, BSC shall not be responsible or liable for any remaining dirt, dust, debris, staining, residue, contamination, odors, unsanitary conditions, incomplete cleaning results, or unsatisfactory appearance in the affected areas, including conditions that cannot reasonably be corrected within the original recurring cleaning scope, labor allocation, scheduling, pricing structure, staffing level, or assigned recurring maintenance CNL (Cleaning Necessity Level).
The Client further acknowledges and agrees that recurring maintenance cleaning services are not intended, priced, staffed, equipped, or designed to address post-construction cleaning, restoration-level cleaning, emergency cleanup, hazard remediation, excessive buildup, abnormal contamination, or specialty cleaning conditions unless expressly approved by BSC as an additional service.
BSC reserves the right to document site conditions through photographs, videos, written reports, technician notes, inspection records, communications, or other operational documentation for quality control, liability protection, service verification, training, insurance, compliance, operational review, and dispute resolution purposes.
1.4 Service Scope Limitation
This Agreement applies exclusively to BSC’s Recurring Janitorial & Garbage Collection Services for common areas in multi-unit residential buildings and properties.
Recurring janitorial services are designed, staffed, scheduled, equipped, and priced solely for routine day-to-day maintenance cleaning conditions associated with normal building occupancy and ordinary levels of dirt, dust, debris, garbage, and use.
This Agreement does not apply to, include, or cover:
• Post-Construction Cleaning
• Post-Renovation Cleaning
• Contractor Dust Removal
• Restoration Cleaning
• Flood or Water Damage Cleanup
• Burst Pipe or Leak Cleanup
• Mold, Biohazard, or Hazard Remediation
• Emergency Cleanup Services
• Move-In or Move-Out Cleaning
• Post-Event or Post-Party Cleaning
• Excessive Buildup Conditions
• Hoarding Conditions
• Heavy Debris Removal
• Specialty Remediation Services
• or any condition exceeding normal recurring maintenance cleaning standards.
These categories require separate written proposals, specialty pricing, labor allocation, scheduling, equipment, procedures, staffing, PPE, and Terms & Conditions due to their increased complexity, contamination risk, liability exposure, labor requirements, operational impact, and safety considerations.
If such conditions are observed before, during, or after service performance, including but not limited to contractor dust, renovation debris, drywall dust, paint residue, adhesive residue, excessive trash accumulation, water intrusion, flooding, contamination, relocation clutter, abnormal soiling, unsafe working conditions, or emergency-related conditions, BSC reserves the right to:
• pause, delay, modify, or suspend affected services
• limit work to safe and approved areas only
• reclassify the affected areas under a higher or specialty CNL classification
• require additional labor, time, equipment, containment, PPE, staffing, or scheduling
• and re-quote the affected work under applicable specialty cleaning, restoration, emergency service, hazard mitigation, or post-construction pricing structures (§1.3, §4.2, and §8.2).
In the event BSC encounters emergency conditions, hazardous situations, restoration-related conditions, flooding, leaks, burst pipes, unsafe conditions, contamination, excessive debris, or any circumstance requiring immediate operational decisions, additional labor, specialty services, emergency scheduling, or pricing adjustments, BSC will make reasonable efforts to immediately contact the Client, property owner, manager, or authorized representative.
Authorization for additional work, emergency response services, revised scope adjustments, specialty cleaning procedures, emergency scheduling, pricing changes, or operational approvals may be provided by the Client via:
• text message from a telephone number on file with BSC; or
• email communication from an email address on file with BSC.
The Client acknowledges and agrees that such electronic communications shall constitute valid authorization, approval, consent, and direction to proceed for operational, scheduling, billing, documentation, and liability purposes.
If the Client declines the recommended specialty services, emergency response services, revised scope adjustments, or pricing modifications, BSC shall not be responsible or liable for incomplete cleaning results, remaining dust, debris, contamination, odors, staining, unsanitary conditions, delays, service limitations, or conditions that fall outside the original recurring janitorial service scope.
1.5 Marketing Media Consent (By Booking; Non-Identifying Only)
By signing the agreement, booking, paying a deposit, or receiving services from Bright Space Cleaning NYC Inc. (“BSC”), you grant BSC a limited, royalty-free license to capture and use non-identifying photos or short videos of serviced areas solely for marketing and portfolio purposes, including but not limited to BSC’s website, proposals, advertisements, presentations, training materials, and company-managed social media platforms.
BSC will not intentionally include faces, children, personal documents, family photos, street numbers, financial information, security-sensitive information, or other identifying details, and will blur, crop, redact, or otherwise obscure such details where reasonably necessary.
This consent does not apply if an active Non-Disclosure Agreement (NDA) is in place, where prohibited by applicable law, or where expressly restricted by building policy or written agreement.
You may revoke this marketing and social media consent prospectively at any time by submitting written notice to freddy@brightspacenyc.com.
Upon written revocation, BSC will discontinue future marketing and social media use of newly captured media and will remove applicable media from active marketing use within a reasonable period where commercially practicable. However, previously distributed materials, archived content, printed materials, cached content, backups, reposts, third-party archives, or content outside BSC’s reasonable control may continue to exist or remain accessible.
Notwithstanding any revocation of marketing or social media consent, the Client acknowledges and agrees that BSC, its employees, contractors, managers, supervisors, and representatives may continue to capture, store, review, and internally use photographs, videos, audio recordings, inspection images, documentation media, or operational recordings for legitimate business and operational purposes, including but not limited to:
• quality control
• internal training
• before-and-after documentation
• work verification
• technician accountability
• damage documentation
• insurance purposes
• incident reporting
• safety compliance
• dispute resolution
• legal defense
• operational review
• claims investigation
• employee supervision
• building compliance verification
• and internal recordkeeping purposes.
Such operational or internal-use documentation shall not be considered marketing or promotional use and shall remain governed by §10.3 and all other applicable provisions of this Agreement.
2.0 Payment Terms & Financial Policies
2.1 Invoicing & Due Date
2.1.1 BSC issues monthly invoices ten (10) days before the end of each service month (e.g., the 20th of a 30-day month) for that month’s recurring services.
2.1.2 Payment is due on the fifteenth (15th) of the following month. A five (5)-day grace period applies through the twentieth (20th) of that month.
2.1.3 Invoice Contents.
Monthly invoices may include authorized add-ons, emergency/expedited fees, lockout fees, and any approved or applicable adjustments under §§4.2, 8.2, 8.3, and 8.8.
2.2 Accepted Payment Methods
2.2.1 Bright Space Cleaning accepts credit cards, debit cards, and ACH.
2.2.2 Invoices are delivered via Square (secure card/ACH processing).
2.2.3 If BSC applies any credit-card surcharge, BSC will clearly disclose and post the total card price before payment and cap any surcharge at our actual processing cost, consistent with applicable law.
2.3 Late Fees; Finance Charges; Suspension
2.3.1 Late Fee (after grace period): Beginning on the twenty-first (21st) day of the month in which payment is due, a finance charge of the lesser of $50 or 1.5% of the unpaid balance per month (simple, non-compounding) applies, not to exceed the maximum permitted by law.
2.3.2 Past-Due Milestones:
• Day 21+: (after due month’s 20th): BSC may suspend service until the account is current.
• Day 60+: BSC may place the account with collections and require prepayment going forward.
2.3.3 These charges are liquidated damages for late payment, not interest on a loan, and are agreed as a reasonable estimate of administrative and carrying costs.
2.4 No Setoff
Client will pay undisputed amounts without setoff, withholding, or counterclaim. Disputed items must be identified in writing before the due date; the parties will cooperate in good faith to resolve promptly.
2.4.1 Rapid Dispute Window (Added-Time Items).
Charges for additional labor, operational delays, added time, emergency scheduling, or approved scope adjustments under §§4.2, 8.3, and other applicable provisions of this Agreement are deemed undisputed unless the Client objects in writing within seven (7) days of invoice delivery. Any undisputed portion remains payable by the due date.
2.5 Chargebacks / ACH Returns
2.5.1 Client agrees to first notify BSC and allow a 10-day internal review before initiating a card chargeback related to services already performed.
2.5.2 If a chargeback or ACH return occurs and BSC prevails (issuer reversal/representment accepted), Client will reimburse
reasonable dispute/processing fees. (Nothing here limits rights provided by card-network rules.)
2.6 Collection Costs In any action to collect undisputed amounts, Client will pay BSC’s reasonable attorneys’ fees and costs as allowed by law (express fee-shifting).
2.7 W-9 & Tax Reporting
2.7.1 Upon request, BSC will provide a completed IRS Form W-9 (legal name, address, TIN, entity classification).
2.7.2 Client must issue Form 1099-NEC if required by IRS rules (reporting obligation depends on BSC’s W-9 classification). BSC does not provide tax advice; Client should consult its tax advisor.
2.8 Sales Tax
2.8.1 BSC collects NYS/NYC sales tax on taxable janitorial/maintenance services at the rate applicable to the service location/date.
2.8.2 Exemptions (e.g., ST-119.1 or other valid certificates)
Must be received before invoicing; exemptions are not applied retroactively.
2.8.3 If tax rates change, the rate in effect on the service date applies.
2.9 Billing Contacts & Authorization
The Client will designate an authorized representative (name, title, email, mailing address) for billing/approvals, keep that info current, and promptly notify BSC of changes.
2.10 Pricing Reviews
Recurring-service pricing is governed by the applicable pricing, scope, add-on, and adjustment provisions of this Agreement, including §§4.2, 8.2, 8.3, and 8.8. No mid-term price increase shall apply solely because of a general policy update under §1.1. However, pricing may be adjusted where expressly permitted under this Agreement due to material scope changes, emergency conditions, undisclosed site conditions, additional services, increased service frequency, Client-approved add-ons, or materially changed property or operational conditions.
3.0 Scheduling, Service Hours, Cancellations & Rescheduling (Recurring Services)
3.1 Service Schedule, Estimated Scope, Hours of Operation & Holidays
3.1.1 Recurring Service Schedule & Estimated Project Scope
Recurring Janitorial & Garbage Collection Services are performed on the cadence outlined in the signed Proposal, Scope of Work, Service Agreement, or approved scheduling confirmation, including but not limited to weekly, biweekly, monthly, quarterly, or custom recurring schedules. Scheduling confirmations may also be communicated through Google Calendar invitations, email confirmations, text messages, or written scheduling notices.
Although Recurring Janitorial & Garbage Collection Services are not billed strictly by the hour, the projected labor time, staffing requirements, operational workload, and service allocation for each visit are estimated based on several operational and property-specific factors, including but not limited to:
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Building size and layout
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Number of floors
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Number and length of hallways
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Stairwells
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Elevators
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Garbage and recycling areas
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Terraces or outdoor common areas
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Amenity spaces such as gyms, laundry rooms, lounges, mail rooms, or shared facilities
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Occupancy and traffic levels
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Estimated garbage volume
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Accessibility and building logistics
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The property’s Cleaning Necessity Level (“CNL”)
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Information provided during the Client intake process
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Photos, videos, walkthroughs, floor plans, or site inspections conducted before service
Recurring service pricing and labor projections are based on normal day-to-day dirt accumulation and routine occupancy conditions expected under a properly maintained recurring cleaning schedule.
BSC relies on the accuracy of the information provided by the Client during quoting, onboarding, walkthroughs, and scheduling. If, upon arrival or during service, BSC determines that actual site conditions materially differ from what was originally represented or reasonably expected, BSC reserves the right to re-scope the visit, adjust staffing, recommend additional services, apply additional charges, or modify the operational plan as necessary.
Examples of abnormal or non-standard conditions include, but are not limited to:
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A higher Cleaning Necessity Level (“CNL”) than originally represented
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Construction dust or renovation debris
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Active contractor activity
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Flooding, leaks, or burst pipes
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Water damage or restoration conditions
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Biohazard or unsanitary conditions
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Excessive dirt buildup beyond normal recurring maintenance levels
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Event-related messes or party cleanup
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Heavy garbage overflow
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Abnormally soiled common areas
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Additional floors, hallways, rooms, or spaces not disclosed during quoting
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Restricted access or blocked work areas
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Ongoing repairs or maintenance interference
If such conditions are encountered, BSC will notify the Client or Authorized Contact as soon as reasonably practical to explain the conditions observed, discuss available options, and confirm any applicable additional charges before proceeding whenever feasible.
Additional labor, staffing, equipment, specialty chemicals, restoration procedures, waiting time, or extended service time required due to abnormal site conditions may be billed separately pursuant to §§4.2–4.6 and §8.3.
However, if the property substantially matches the information originally provided by the Client and BSC simply requires more time than internally estimated to complete the agreed recurring scope, the Client will not be charged additional fees solely due to BSC’s internal time estimation.
3.1.2 Hours of Operation
Regular service hours are between 9:00 AM and 9:00 PM unless otherwise agreed to in writing by both parties. Requests for service outside standard operating hours, including overnight, after-hours, weekend, holiday, or expedited scheduling requests, remain subject to staffing availability and may incur additional charges.
3.1.3 Holiday Observance (Scheduling)
Bright Space Cleaning NYC Inc. (“BSC”) observes nationally recognized holidays and may also honor holidays formally observed by the Client, building management, or property ownership.
Recurring visits that fall on observed holidays are excluded from the standard recurring service schedule and are normally skipped, not automatically rescheduled or billed, unless otherwise requested by the Client in writing.
If the Client requests service during an observed holiday, holiday premium rates and additional staffing charges may apply pursuant to the applicable pricing provisions of this Agreement.
3.1.4 Client-Observed Holidays, Closures & Restricted Access
If the Client plans a site closure, private event, maintenance shutdown, building restriction, or additional holiday observance that may interfere with scheduled services, the Client must provide at least forty-eight (48) hours’ advance written notice to qualify for a fee-free reschedule pursuant to §3.3.1.
Requests submitted with less than forty-eight (48) hours’ notice may incur applicable cancellation, rescheduling, standby, or lockout fees.
3.1.5 Standing Schedule Changes
Requests for permanent or ongoing changes to service frequency, staffing levels, scheduled service days, service times, or operational scheduling should be submitted with at least seven (7) days’ advance notice and remain subject to staffing, route optimization, and operational availability.
3.2 Appointment Confirmation, Property Access & Lockout Fees
3.2.1 Appointment Reminders
Automated appointment reminders may be sent approximately three (3) days, one (1) day, and ten (10) minutes before scheduled service visits as a courtesy only. Failure to receive a reminder does not relieve the Client of scheduling responsibilities or Agreement obligations.
3.2.2 Access Requirements
The Client is responsible for providing all necessary keys, access codes, elevator reservations, vendor registrations, security clearances, escorts, access instructions, loading dock reservations, and building approvals required for BSC to perform services at least forty-eight (48) hours before the scheduled visit unless otherwise agreed in writing.
3.2.3 Lockout / Inaccessible Property
If BSC cannot access the property, designated work areas, garbage rooms, common areas, or service zones at the scheduled service time, BSC staff may wait up to fifteen (15) minutes while dispatch attempts to contact the Client or Authorized Contact.
If access is not provided within that waiting period, the visit will be considered canceled on arrival and a $150.00 Lockout Fee will be billed on the next invoice.
The following situations may also constitute a lockout, standby, or inaccessible-site condition:
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Contractor crews blocking work areas
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Event setups occupying scheduled cleaning zones
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Occupied hallways or inaccessible garbage rooms
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Active repairs preventing safe service completion
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Elevator restrictions or loading dock denial
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Building management restrictions
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Unsafe conditions preventing service
Additional waiting time, return trips, labor, delays, or operational disruption caused by these conditions may be billed separately pursuant to §§4.2 and 8.3.
3.2.4 Repeated Access Issues
Repeated lockouts, denied access situations, scheduling conflicts, or ongoing operational interference may result in temporary suspension of services until the account, scheduling, and access arrangements are corrected.
3.3 Cancellation & Rescheduling
3.3.1 Standard Notice Window
Recurring visits may be canceled or rescheduled without penalty if written notice is provided at least forty-eight (48) hours before the scheduled service window.
3.3.2 Late Cancellation or Rescheduling
Cancellation or rescheduling requests submitted less than forty-eight (48) hours before the scheduled visit are subject to a $150.00 Reschedule/Cancellation Fee per affected visit.
This fee helps offset labor allocation, staffing reservations, route planning, scheduling disruptions, and lost operational capacity.
3.4 Rescheduling, Expedited Requests & Site Interference
3.4.1 No-Fee Rescheduling Window
Clients may reschedule recurring visits without charge if written notice is received at least forty-eight (48) hours before the scheduled service start time.
3.4.2 Rescheduling Within 48 Hours
Rescheduling requests made within forty-eight (48) hours of the scheduled service start time are subject to a $150.00 rescheduling fee per affected visit due to staffing adjustments, labor allocation, route modifications, scheduling disruptions, and reserved operational capacity.
3.4.3 Same-Day Cancellations / On-Arrival Changes
If a visit is canceled on the same day, BSC staff are turned away upon arrival, or access is unavailable at the scheduled time, the situation will be treated as a lockout pursuant to §3.2.3 and the applicable Lockout Fee will apply.
3.4.4 Expedited Requests & Short-Notice Add-Ons
Requests for emergency cleanings, expanded scope, extra visits, additional labor, or short-notice operational changes submitted with fewer than three (3) business days’ notice may incur an expedited scheduling fee of $75.00 per occurrence in addition to any quoted service charges.
3.4.5 Events, Construction, Repairs & Abnormal Site Conditions
Recurring janitorial services are intended for normal occupancy conditions and routine day-to-day maintenance cleaning.
Cleaning conditions resulting from events, parties, construction, renovations, contractor activity, repairs, plumbing failures, flooding, restoration conditions, or abnormal dirt accumulation fall outside the standard recurring maintenance scope and may require additional labor, restoration-level cleaning, specialty equipment, specialty chemicals, additional staffing, or separate project pricing.
If active construction, contractor interference, repair activity, excessive debris, blocked work zones, or unsafe conditions are present during the scheduled visit, BSC reserves the right to:
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Re-scope the visit
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Delay or reschedule services
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Service only accessible areas
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Recommend specialty cleaning services
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Apply additional charges
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Decline unsafe work conditions
BSC is not responsible for incomplete or reduced cleaning results caused by conditions outside of BSC’s reasonable control, including active construction, contractor interference, restricted access, ongoing repairs, or dust/debris migration occurring after service completion.
3.4.6 Priority Area Completion
If the Client declines additional labor, staffing, time, or charges associated with abnormal site conditions or expanded scope requirements, the Client may designate priority areas for completion within the originally scheduled service window. Deferred or unserviced areas are not guaranteed under the original recurring service rate.
3.4.7 Rescheduling Procedure
All rescheduling requests must be submitted in writing through email or text message to the Authorized Contact or designated BSC representative. Updated schedules may be confirmed through Google Calendar, email, or written communication.
3.4.8 Force Majeure
Severe weather, government restrictions, utility outages, labor disruptions, emergencies, building shutdowns, elevator failures, or other events beyond BSC’s reasonable control will be governed by §12.8 (Force Majeure). Affected visits may be delayed or rescheduled without penalty.
3.4.9 Holiday Scheduling
If a recurring visit falls on a recognized BSC-observed holiday, the visit will normally be skipped without charge and excluded from the recurring billing cycle unless otherwise requested by the Client.
Holiday make-up visits or requested holiday services may be billed separately at applicable holiday, overtime, emergency, or add-on rates pursuant to the applicable pricing provisions of this Agreement.
3.5 On-Call Requests, Rotational Areas & Emergency Bookings
3.5.1 Rotational Service Areas
For locations serviced on a rotational basis, including different suites, floors, wings, or common areas serviced on alternating schedules, the Client shall provide updated service priorities or area lists when necessary. If no updated list is provided, BSC will follow the priorities outlined in the applicable selected Exhibit or the most recently approved scope of work.
3.5.2 Additional On-Call Services
Additional work outside the standard recurring schedule generally requires at least seven (7) days’ advance notice and written confirmation.
3.5.3 Emergency Bookings
Requests submitted with fewer than seven (7) days’ notice remain subject to staffing and operational availability and may incur a $75.00 Emergency Booking Fee per booking.
3.6 Weather, Building Conditions & Force Majeure
3.6.1 Severe Weather & Building Conditions
Severe weather, elevator outages, utility failures, emergency building closures, unsafe conditions, labor disruptions, or other circumstances outside either party’s reasonable control will be handled pursuant to §12.8 (Force Majeure).
Affected visits may be delayed or rescheduled without penalty. No credits, refunds, or financial offsets shall apply for delays, interruptions, or service limitations caused by conditions outside BSC’s reasonable control.
4.0 Service Scope & On-Site Operational Adjustments
4.1 Scope of Work — Recurring Janitorial & Garbage Collection Service (Common Areas)
4.1.1 Service Type Covered Under This Agreement
This Agreement applies exclusively to the following service type:
• Recurring Janitorial & Garbage Collection Service (Common Areas)
Services are performed on the recurring cadence stated in the signed Proposal, Scope of Work, Service Agreement, Work Specifications, or the applicable selected Exhibit (Exhibit A-1, A-2, or A-3), including but not limited to weekly, biweekly, monthly, or custom recurring schedules.
4.1.2 Service Package Options
Bright Space Cleaning NYC Inc. (“BSC”) offers multiple recurring janitorial service package options for common-area maintenance. The specific package selected by the Client shall be identified in the signed Proposal, Scope of Work, Service Agreement, Work Specifications, or approved scheduling documents.
The operational specifications, task frequencies, rotational schedules, and included services for each package are outlined in the following Exhibits:
• Exhibit A-1 — Standard Recurring Janitorial & Garbage Collection Specifications
• Exhibit A-2 — Enhanced Recurring Janitorial & Garbage Collection Specifications
• Exhibit A-3 — Premium Recurring Janitorial & Garbage Collection Specifications
Service frequencies, detail levels, rotational tasks, staffing allocation, garbage handling frequency, and maintenance standards may vary depending on the selected package level.
Only the services, frequencies, and operational tasks specifically listed within the applicable selected Exhibit shall be included within the recurring service scope unless otherwise approved in writing by BSC.
4.1.3 Common Areas Only
This Agreement applies solely to shared/common areas of the property unless otherwise stated in writing.
Common areas may include, but are not limited to:
• Hallways
• Stairwells
• Elevator cabs
• Elevator vestibules
• Entryways
• Lobbies
• Basement hallways
• Garbage rooms
• Recycling rooms
• Mail rooms
• Laundry rooms
• Fitness rooms or gyms
• Shared restrooms
• Terraces
• Shared amenity areas
• Utility-accessible common spaces
• Other shared building areas specifically listed in the applicable selected Exhibit
Private apartment interiors, tenant storage areas, locked tenant spaces, personal units, or restricted-access areas are excluded unless separately quoted and approved in writing.
4.1.4 Scope Limited to Applicable Selected Exhibit
The standard recurring scope includes only the tasks specifically outlined in the applicable selected Exhibit (Exhibit A-1, A-2, or A-3), approved recurring schedules, Work Specifications, or written operational instructions approved by BSC.
Any services, areas, frequencies, rotational schedules, staffing assumptions, or operational tasks not expressly listed in the applicable selected Exhibit or otherwise approved in writing by BSC shall be considered excluded from the recurring service scope unless separately quoted and approved.
4.1.5 Standard Service Limitations
Unless otherwise agreed to in writing, recurring janitorial services are limited to reasonably accessible interior common areas and standard maintenance cleaning conditions.
Services are generally limited to areas safely reachable from floor level or with standard approved janitorial equipment. Work involving excessive height, unsafe access, specialized lifts, scaffolding, fall-protection systems, suspended access equipment, confined spaces, or hazardous conditions is excluded unless separately approved in writing.
4.1.6 Services Strictly Excluded From Recurring Janitorial Services
The following services are not included within standard Recurring Janitorial & Garbage Collection Services and require separate written approval, specialty pricing, operational review, staffing allocation, and scheduling:
• Post-construction cleaning
• Contractor dust removal
• Restoration cleaning
• Flood or water damage cleanup
• Burst pipe cleanup
• Mold remediation
• Biohazard remediation
• Hazardous material handling
• Hoarding cleanup
• Heavy debris removal
• Fire or smoke restoration
• Move-in or move-out cleaning
• Exterior window cleaning
• Pressure washing
• Snow removal or salting
• Pest remediation
• Specialty floor restoration
• Carpet extraction or deep carpet cleaning
• Upholstery cleaning
• Stone restoration
• Specialty remediation services
• Emergency cleanup services
• Any service requiring specialized certification, containment, PPE, or restoration procedures.
Such services require separate operational review and written approval before work may proceed.
4.1.7 Garbage & Recycling Limitations
Recurring garbage collection services apply only to standard day-to-day residential or commercial garbage and recycling generated through ordinary building occupancy.
BSC staff are not required to handle:
• Loose hazardous materials
• Needles or sharps
• Medical waste
• Human waste
• Animal waste
• Bloodborne contaminants
• Unknown liquids or chemicals
• Leaking garbage bags
• Improperly contained broken glass
• Construction debris
• Concrete, tile, drywall, or demolition debris
• Excessively overweight bags
• Unsafe bulk items
• Illegal dumping materials
• Infestation-related waste
• Any material reasonably believed to create a health or safety risk
• liquids not safely sealed or contained
If such conditions are encountered, BSC reserves the right to suspend, refuse, delay, or re-scope the affected portion of the service until safe working conditions are restored.
Bulk items, furniture, mattresses, appliances, televisions, e-waste, or unusually heavy disposal items may require additional labor, additional staffing, specialty hauling arrangements, revised scheduling, or additional charges depending on quantity, weight, DSNY requirements, access conditions, or operational complexity.
BSC reserves the right to:
• limit unsafe removal conditions
• refuse hazardous or improperly prepared items
• require proper preparation or wrapping of items pursuant to applicable DSNY rules
• apply additional labor or hauling charges
• or recommend specialty hauling vendors where reasonably necessary.
Additional labor, disposal fees, specialty cleaning charges, hazard mitigation charges, waiting time, or emergency service fees may apply where legally permissible.
4.1.8 Unsafe Areas & Safety Restrictions
BSC staff, employees, and contractors are not permitted to enter or service unsafe, inaccessible, elevated, unstable, hazardous, obstructed, or non-compliant work areas.
This includes, but is not limited to:
• Exterior fire escapes
• Roof ledges
• Unsafe terraces
• Improperly secured platforms
• Confined spaces
• Areas requiring fall protection
• Structurally unsafe areas
• Areas blocked by contractors or equipment
• Areas with active safety hazards
• Areas presenting OSHA, health, or safety risks
If materials, garbage, or debris are located within unsafe or inaccessible areas, BSC may require relocation of the materials by building staff or the Client before service may proceed.
BSC shall not be responsible for unremoved materials located in unsafe, restricted, or inaccessible areas.
4.1.9 Specialty Fixtures, High-Reach Areas & Decorative Elements
Standard recurring janitorial services do not include specialty cleaning, restoration, dismantling, detailed hand-cleaning, polishing, disassembly, reinstallation, or specialty servicing of oversized chandeliers, crystal fixtures, decorative lighting systems, high-ceiling fixtures, atrium fixtures, specialty blinds, motorized shades, custom window treatments, exposed beams, vaulted ceilings, elevated architectural features, or other specialty decorative elements unless specifically approved in writing.
Recurring janitorial services are generally limited to areas safely reachable from floor level or with standard approved janitorial extension tools under normal operational conditions.
BSC personnel are not required to:
• climb unsafe heights
• utilize scaffolding
• utilize suspended access systems
• perform electrical work
• remove chandelier components
• remove or reinstall blinds or shades
• dismantle decorative fixtures
• access unsafe elevated surfaces
• perform restoration-level detailing
• or service fixtures requiring specialty certification, rigging, lifts, fall protection, or specialized restoration procedures.
Additional labor, specialty technicians, lift equipment, insurance requirements, specialty vendors, restoration procedures, overtime scheduling, or separate pricing may be required for approved specialty-fixture or high-access work.
BSC shall not be responsible for:
• pre-existing instability
• deteriorated mounting hardware
• fragile aging materials
• hidden structural weakness
• defective electrical systems
• improperly secured fixtures
• crystal or glass fragility
• motorized shade malfunctions
• pre-existing operational defects
• or failures associated with aging decorative systems.
4.2 On-Site Variances, Added Time & Operational Adjustments
4.2.1 Operational Assumptions
Recurring service pricing, staffing, scheduling, labor allocation, and operational planning are based upon the information provided during quoting, walkthroughs, onboarding, photographs, videos, floor plans, site inspections, and the assigned CNL classification.
4.2.2 On-Site Variances
If technicians encounter conditions materially different from those originally represented or reasonably expected, BSC may recommend operational adjustments, additional labor, additional staffing, revised scheduling, or specialty services.
Examples include, but are not limited to:
• Higher-than-expected CNL conditions
• Excessive dirt buildup
• Garbage overflow
• Additional floors or hallways
• Undisclosed common areas
• Construction dust or debris
• Contractor interference
• Event-related messes
• Flooding or water intrusion
• Blocked work areas
• Restricted access
• Excessive clutter
• Heavy foot traffic conditions
• Additional garbage volume
• Unsafe working conditions
4.2.3 Added Time & Labor Rates
If additional labor or extended service time is required due to on-site conditions, BSC may propose additional billable time at a rate of $75.00 per hour per technician, billed proportionally unless otherwise stated in writing.
If specialty equipment, emergency scheduling, restoration procedures, additional staffing, or containment procedures are required, additional charges may apply pursuant to applicable sections of this Agreement.
4.2.4 Written Approval Required
BSC will not materially increase pricing or perform substantial additional work without written approval from the Client or Authorized Contact.
Approval provided through email or text message shall constitute valid authorization to proceed.
4.2.5 No-Surprise Policy
If additional charges are declined, BSC may proceed under §4.3 (Priority or Standard Completion), re-scope the affected work, or limit services to the originally approved recurring scope and operational window.
4.3 Priority Completion & Standard Completion Procedures
4.3.1 Priority-Only Completion
If additional labor, staffing, service time, or pricing adjustments are declined, the Client may designate priority areas for completion within the originally scheduled service window and approved recurring budget.
Deferred, skipped, or non-priority areas shall not be guaranteed for quality, completion, or restoration-level results.
4.3.2 Standard-Scope-Only Completion
If no priority areas are designated, BSC will complete only the standard recurring scope outlined in the applicable selected Exhibit within the originally scheduled operational timeframe.
Any remaining backlog, excessive buildup, overflow conditions, or deferred work may be postponed to a future visit or separately quoted as additional work.
4.3.3 Visit Considered Fulfilled
If BSC performs services within the approved recurring operational scope, scheduled timeframe, staffing allocation, and authorized conditions, the visit shall be considered fulfilled even if certain deferred, inaccessible, blocked, or declined areas remain incomplete.
4.4 Active Construction, Repairs & Contractor Interference
4.4.1 Active Construction & Repairs
Recurring janitorial services are intended for normal occupancy conditions and routine maintenance cleaning only.
If active construction, renovation work, contractor activity, repair work, restoration activity, or dust-generating trades are present during a scheduled recurring visit, BSC may:
• Perform only safe and accessible work
• Delay or reschedule affected services
• Limit services to unaffected areas
• Recommend post-construction or specialty cleaning
• Apply additional labor or specialty charges
• Decline unsafe work conditions
4.4.2 Contractor Interference
Blocked work areas, occupied hallways, contractor staging, ongoing repairs, elevator restrictions, or active trade work interfering with cleaning operations may result in delays, partial completion, standby time, lockout conditions, or operational rescheduling.
Additional labor, waiting time, return trips, or operational disruption may be billed separately where applicable.
4.4.3 No Guarantee of Restoration-Level Results
BSC does not guarantee post-construction, restoration-level, remediation-level, or specialty-cleaning results under standard recurring janitorial pricing, staffing, scheduling, or service conditions.
4.5 CNL Verification & Reclassification
4.5.1 CNL Verification
Upon arrival or during service, BSC may verify the assigned Cleaning Necessity Level (“CNL”) associated with the property or affected areas.
4.5.2 Reclassification
If actual site conditions differ materially from the assigned recurring maintenance CNL, BSC may:
• Recommend additional labor or staffing
• Re-scope the visit
• Apply revised pricing
• Recommend specialty cleaning services
• Reclassify affected areas under a higher CNL category
4.5.3 Better-Than-Expected Conditions
If actual conditions are materially better than originally represented, BSC may, in good faith, reduce labor allocation, scheduling, or pricing where operationally appropriate.
4.6 Photo Documentation & Operational Records
4.6.1 Operational Documentation
BSC may photograph, video record, or otherwise document relevant site conditions before, during, or after service performance for legitimate business and operational purposes, including but not limited to:
• Quality control
• Work verification
• Pre-existing condition documentation
• Damage reporting
• Training
• Safety compliance
• Insurance purposes
• Technician accountability
• Dispute resolution
• Operational review
• Service verification
4.6.2 Marketing & Privacy
Operational documentation is separate from marketing usage.
Any marketing, portfolio, website, advertising, or social media usage remains governed by §1.5 (Marketing Media Consent) and all applicable privacy protections contained within this Agreement.
5.0 ACCESS, SECURITY, SAFETY & OPERATIONAL SITE CONDITIONS
(Recurring Janitorial & Garbage Collection Services – Common Areas)
5.1 Building Access, Security & Operational Conduct
Bright Space Cleaning NYC Inc. (“BSC”) performs recurring janitorial and garbage collection services in occupied residential and commercial buildings, common areas, shared facilities, and multi-tenant environments. BSC personnel are trained to operate professionally, safely, discreetly, and in accordance with reasonable building-security and operational procedures.
Clients are responsible for providing all required building access, entry instructions, vendor registration requirements, elevator reservations, loading-dock coordination, security procedures, access codes, and operational information necessary for BSC to perform services safely and efficiently.
BSC personnel shall not:
• grant building access to unauthorized individuals
• hold doors open for unknown persons
• provide security services
• supervise tenants, visitors, contractors, or guests
• manage building access systems
• assume responsibility for building-security operations
• enter restricted or unauthorized areas without approval
BSC reserves the right to refuse access to unsafe, unauthorized, restricted, or non-compliant work areas.
5.1.1 Package Handling & Lobby Security
BSC does not provide security, concierge, package-management, surveillance, or theft-prevention services.
BSC shall not be responsible for:
• stolen packages
• missing deliveries
• unattended property
• tenant belongings
• lobby theft
• unauthorized building access
• or security incidents unrelated to BSC’s direct gross negligence or willful misconduct.
5.2 Occupants, Tenants, Visitors & Work-Zone Safety
Clients acknowledge that recurring janitorial operations may involve:
• garbage transport
• carts and moving equipment
• chemical usage
• active cleaning zones
• interfere with automatic-closing doors or building access systems
The Client, building ownership, management, tenants, residents, visitors, contractors, and occupants are responsible for exercising reasonable caution around active work areas.
BSC may utilize wet-floor signs, caution signage, cones, barriers, or temporary work-zone restrictions where reasonably appropriate.
BSC shall not be responsible for injuries, slips, trips, falls, interruptions, or unsafe conditions caused by:
• unauthorized entry into active work zones
• failure of occupants to observe warning signage
• tenant interference
• contractor interference
• blocked hallways
• unsafe building conditions outside BSC’s control
• failure of building management to maintain safe premises
The Client acknowledges that recurring janitorial and garbage collection operations may require temporary opening of common-area doors, hallway access points, garbage-room doors, service entrances, loading areas, or other operational access pathways during active cleaning, garbage transport, equipment movement, or service activities.
The Client, tenants, residents, and occupants remain solely responsible for securing pets and preventing animals from:
• entering active work zones
• escaping through open common-area access points
• interfering with cleaning operations
• damaging equipment
• or interacting with BSC personnel during service operations.
BSC shall not be responsible for pets or animals that escape, become lost, become injured, access restricted areas, or interact with other occupants during normal service operations unless directly caused by BSC’s gross negligence or willful misconduct.
The Client additionally acknowledges that aggressive, uncontrolled, dangerous, or improperly restrained animals may create unsafe working conditions for BSC personnel. BSC reserves the right to:
• pause services
• refuse entry into affected areas
• limit services to safe areas only
• request removal or restraint of animals
• reschedule services
• or suspend operations until safe working conditions are restored.
BSC shall not be liable for injuries, delays, incomplete services, or operational interruptions caused by aggressive animals, unsafe pet conditions, or failure of occupants to properly secure animals during service operations.
5.3 Garbage Rooms, Recycling Areas & Hazardous Conditions
Recurring garbage collection services apply only to ordinary residential or commercial waste generated through normal building occupancy.
BSC personnel are not required to handle or remove:
• hazardous materials
• sharps or needles
• drug paraphernalia
• medical waste
• biohazards
• bodily fluids
• chemical spills
• leaking or improperly contained garbage
• construction debris
• demolition materials
• illegally dumped materials
• infestation-related waste
• human or animal waste
• unknown substances
• unsafe bulk items
• any material reasonably believed to create a health or safety risk
If hazardous, unsanitary, contaminated, infested, unsafe, or abnormal conditions are encountered, BSC may:
• suspend affected services
• limit work to safe areas only
• recommend specialty remediation services
• require additional labor or PPE
• apply additional charges
• refuse unsafe work conditions
BSC does not guarantee compliance where tenants, residents, occupants, contractors, or third parties fail to properly follow applicable disposal procedures, schedules, or sanitation requirements.
The Client, building ownership, management, tenants, residents, and occupants remain solely responsible for proper garbage disposal, recycling separation, compost compliance, bulk-item disposal, and compliance with all applicable NYC Department of Sanitation (“DSNY”) rules, regulations, schedules, and disposal requirements.
BSC is not responsible for:
• illegal dumping by tenants or third parties
• improper recycling separation
• contamination of recycling streams
• overflowing containers caused by occupant misuse
• missed tenant disposal
• sanitation violations caused by residents or third parties
• DSNY fines
• rodent conditions caused by improper disposal practices
• or garbage accumulation occurring outside scheduled service visits.
• governmental fines, violations, penalties, summonses, citations, or enforcement actions arising from conditions outside BSC’s direct scope of services or caused by tenants, residents, occupants, contractors, third parties, building conditions, or Client non-compliance.
5.3.2 Pest, Rodent & Infestation Conditions
Recurring janitorial services are not extermination, pest-control, or infestation-remediation services.
BSC does not guarantee elimination or prevention of:
• rodents
• mice
• rats
• roaches
• insects
• flies
• odors associated with infestation conditions
• or recurring contamination caused by tenant disposal practices, building conditions, garbage accumulation, structural openings, or neighboring properties.
The Client acknowledges that pest activity may continue or reoccur despite recurring janitorial services.
5.4 Active Construction, Contractor Activity & Unsafe Conditions
Recurring janitorial services are intended solely for normal day-to-day maintenance conditions.
If active construction, renovation work, contractor activity, restoration work, flooding, leaks, repairs, dust-generating trades, drywall dust, silica dust, post-construction particulate contamination, blocked work zones, unsafe conditions, or operational interference are present during service, BSC reserves the right to:
• re-scope services
• delay affected work
• limit cleaning to accessible areas
• recommend specialty cleaning services
• apply additional labor charges
• suspend unsafe operations
BSC is not responsible for incomplete results caused by ongoing construction, contractor interference, dust migration, building repairs, or conditions outside BSC’s reasonable operational control.
Conditions involving post-construction dust, silica contamination, flood remediation, sewage loss, fire residue, hazardous contamination, or restoration-level conditions are not included within standard recurring janitorial pricing unless specifically approved in writing.
5.5 PPE, Safety Procedures & OSHA Compliance
BSC personnel may utilize gloves, shoe covers, masks, eye protection, wet-floor signage, safety cones, or other PPE and safety equipment as reasonably appropriate based on operational conditions.
Clients acknowledge that cleaning operations may involve:
• commercial cleaning chemicals
• wet surfaces
• powered equipment
• garbage handling
• lifting operations
• repetitive motion activities
• slip hazards
• operational noise
BSC reserves the right to suspend or modify services if site conditions present unreasonable safety risks, OSHA concerns, health hazards, ventilation problems, unsafe temperatures, unsafe structural conditions, or operational dangers.
5.6 Utilities, Elevators & Operational Requirements
The Client shall ensure that reasonably necessary utilities and operational systems remain available during scheduled services, including:
• electricity
• running water
• freight elevators (where applicable)
• service elevators
• loading docks
• garbage-room access
• building access systems
BSC shall not be responsible for delays, reduced productivity, incomplete service, or operational interruptions caused by:
• elevator outages
• utility failures
• loading dock restrictions
• access denial
• building shutdowns
• security restrictions
• contractor interference
• tenant obstruction
• failure of other vendors or building staff
Additional waiting time or operational delays may be billed pursuant to applicable sections of this Agreement.
5.6.1 Elevator Delays & Freight Restrictions
Freight-elevator restrictions, elevator outages, move-ins, move-outs, contractor reservations, building scheduling conflicts, or restricted elevator access may delay service performance and reduce operational efficiency.
BSC personnel are not required to manually transport heavy garbage, equipment, supplies, or operational materials through unsafe stair access where freight or service-elevator access was reasonably expected.
5.6.2 On-Site Equipment & Supply Storage
If BSC stores supplies, equipment, chemicals, tools, batteries, carts, or operational materials on-site at the Client’s request or with building approval, such items remain stored at the Client’s risk unless directly damaged by BSC’s gross negligence or willful misconduct.
BSC is not responsible for:
• theft
• vandalism
• unauthorized use
• building access issues
• environmental exposure
• or third-party interference affecting stored materials.
5.9 Work-Zone Safety, Equipment & Slip/Fall Prevention
During service performance, BSC personnel may utilize:
• vacuums
• mops
• powered cleaning equipment
• extension cords
• hoses
• carts
• ladders
• cleaning chemicals
• garbage transport equipment
• wet-floor procedures
BSC may place caution signs, cones, barriers, or temporary warnings in active work areas where reasonably appropriate.
Clients, tenants, residents, guests, contractors, vendors, and building occupants are responsible for exercising reasonable caution around:
• wet floors
• active cleaning zones
• equipment cords
• hoses
• moving carts
• garbage transport operations
• recently cleaned surfaces
BSC shall not be responsible for injuries, slips, trips, falls, or incidents caused by:
• unauthorized entry into active work zones
• failure to observe caution signage
• interference with cleaning operations
• tenant or contractor negligence
• unsafe building conditions outside BSC’s control
5.7 Restricted Areas & Unsafe Access
BSC personnel are not permitted to enter or service:
• roofs
• fire escapes
• unsafe terraces
• confined spaces
• structurally unsafe areas
• areas requiring fall protection
• restricted mechanical rooms
• hazardous utility areas
• unsafe elevated surfaces
• unsecured platforms
• blocked or dangerous work zones
• areas containing active asbestos or suspected hazardous airborne contaminants
If garbage, debris, or materials are located in unsafe or inaccessible locations, BSC may require relocation of the materials before service may proceed.
5.8 Area Accessibility, Clutter & Operational Obstructions
Work areas, common areas, garbage rooms, hallways, stairwells, service corridors, and operational pathways must remain reasonably accessible for safe and efficient service performance.
Excessive clutter, blocked hallways, contractor materials, stored furniture, deliveries, tenant belongings, event setups, maintenance equipment, or operational obstructions may:
• delay services
• reduce service efficiency
• limit access to affected areas
• require additional labor or time
• require rescheduling
• create unsafe work conditions
BSC reserves the right to:
• bypass obstructed areas
• service only accessible portions of the property
• re-scope the affected work
• apply additional labor charges
• suspend unsafe operations
Decluttering, organization, moving excessive stored items, or clearing operational obstructions are not included within standard recurring janitorial services unless separately approved in writing.
5.8.1 Resident Property & Personal Belongings
BSC personnel are not responsible for organizing, storing, relocating, supervising, or securing tenant or resident personal property located within common areas.
This includes, but is not limited to:
• bicycles
• scooters
• strollers
• packages
• deliveries
• furniture
• decorations
• storage items
• personal belongings
• or abandoned property.
Areas obstructed by personal property may be skipped, partially cleaned, or subject to reduced cleaning quality where access is limited.
5.9.1 Snow, Ice & Weather-Related Conditions
Unless specifically approved in writing under a separate snow-removal or ice-management agreement, BSC is not responsible for:
• snow removal
• ice mitigation
• salting
• black ice conditions
• sidewalk treatment
• tracked-in water
• weather-related slip hazards
• leaks causing floor moisture
• or slippery conditions caused by weather, tenants, visitors, contractors, or building conditions outside BSC’s reasonable control.
5.10 Hazard Reporting & Unsafe Conditions
The Client agrees to promptly notify BSC of:
• unsafe site conditions
• leaks or flooding
• sewage backups
• electrical hazards
• elevator malfunctions
• structural concerns
• contractor activity
• hazardous materials
• contamination issues
• pest infestations
• restricted-access conditions
• building shutdowns
• or any condition reasonably affecting safe service performance
If unsafe or hazardous conditions are identified before or during service, BSC reserves the right to:
• pause operations
• modify the scope of work
• limit services to safe areas
• reschedule services
• recommend specialty remediation
• refuse unsafe work conditions
BSC shall not be liable for delays, incomplete services, or reduced cleaning results caused by unsafe conditions or operational hazards outside BSC’s reasonable control.
5.11 High-Value Property, Specialty Fixtures & Sensitive Areas
The Client shall notify BSC in writing before service regarding any unusually fragile, valuable, decorative, specialty, or sensitive property located within common areas or service zones, including but not limited to:
• artwork
• sculptures
• chandeliers
• decorative lighting
• fragile mirrors
• electronic access systems
• package-management systems
• luxury furnishings
• gym equipment
• specialty flooring
• sensitive electronics
• decorative installations
• custom fixtures
Unless specifically approved in writing, BSC may decline handling, moving, servicing, or cleaning such items.
BSC shall not be responsible for:
• pre-existing instability
• improper installation
• deteriorated mounting hardware
• hidden structural weakness
• defective fixtures
• fragile aging materials
• pre-existing damage
• improperly secured decorative items
• improperly installed electronics
• concealed wiring defects
Additional labor, specialty procedures, senior technicians, insurance requirements, or handling fees may apply for approved specialty-item servicing.
5.12 Respectful Conduct, Harassment & Workplace Safety
BSC maintains a professional, respectful, harassment-free workplace environment for all employees, subcontractors, supervisors, managers, clients, tenants, residents, contractors, vendors, guests, visitors, building staff, and representatives interacting during service operations.
The Client agrees that tenants, residents, occupants, contractors, vendors, guests, visitors, building staff, and representatives shall not engage in:
• harassment
• discrimination
• intimidation
• threats
• abusive conduct
• retaliation
• unsafe behavior
• interference with operations
• inappropriate physical conduct
• sexual harassment
• hostile, abusive, or unsafe workplace behavior
• sexually inappropriate comments or conduct
• unwanted physical contact
• or conduct creating unsafe working conditions for BSC personnel
BSC likewise maintains internal workplace policies prohibiting harassment, discrimination, retaliation, unsafe conduct, sexual harassment, or inappropriate behavior by BSC personnel toward Clients, tenants, residents, guests, contractors, vendors, or building staff.
BSC reserves the right to immediately pause, suspend, terminate, or refuse services, remove personnel from the site, replace assigned personnel, restrict communications to management representatives, or refuse future services where unsafe, hostile, threatening, discriminatory, sexually inappropriate, retaliatory, or abusive conduct occurs.
Any resulting interruption may be treated as:
• a lockout
• denied-access condition
• unsafe-site condition
• operational interference
• or operational cancellation
under the applicable sections of this Agreement.
BSC additionally reserves the right to document, investigate, and internally review complaints, incidents, witness statements, communications, photographs, videos, or operational records related to workplace-safety incidents, harassment complaints, discrimination concerns, or inappropriate conduct.
Retaliation against individuals reporting safety concerns, harassment, discrimination, or workplace misconduct is strictly prohibited.
BSC additionally reserves the right to permanently refuse future services where repeated unsafe, hostile, discriminatory, retaliatory, or inappropriate conduct occurs.
6.0 Insurance, Liability & Damage Claims (Recurring Janitorial & Garbage Collection Services)
6.1 Insurance Coverage, Proof & Endorsements
6.1.1 Standard Insurance Coverage
Bright Space Cleaning NYC Inc. (“BSC”) maintains commercially reasonable insurance coverage customary for janitorial operations, which may include:
• Commercial General Liability Insurance
• Workers’ Compensation Insurance
• Janitorial / Employee Dishonesty Coverage
• Excess or Umbrella Liability Coverage, where applicable
Coverage types, limits, deductibles, exclusions, and endorsements remain subject to the terms, conditions, limitations, and underwriting requirements of BSC’s active insurance policies.
6.1.2 Proof of Insurance (COI)
Upon written request, BSC may provide a current Certificate of Insurance (“COI”) evidencing standard insurance coverage.
Clients are listed as Certificate Holders only by default. A COI does not modify coverage, extend insured status, alter policy terms, or create contractual rights beyond the policies actually issued by the insurance carrier.
6.1.3 Additional Insured & Special Endorsements
If a building owner, landlord, management company, property manager, board, lender, or Client requires additional insurance endorsements beyond standard Certificate Holder status, including but not limited to:
• Additional Insured
• Waiver of Subrogation
• Primary & Non-Contributory wording
• Higher coverage limits
• Special building wording
• Action-over endorsements
• Owner/manager schedules
• Excess liability requirements
• Labor law wording
• Third-party action-over modifications
BSC will quote the actual insurance carrier premium, broker fee, administrative cost, and processing expense as a separate line item (“Premium Charge”).
6.1.4 Premium Charges, Processing & Payment
Insurance endorsement modifications may require underwriting approval and processing time from BSC’s insurance carrier and broker.
Unless otherwise agreed in writing:
• Premium Charges must be paid in full before BSC submits endorsement requests to the carrier
• Standard deposits do not apply to insurance premium charges
• Processing may require up to seven (7) business days or longer depending on carrier response times
• Premium Charges are separate from cleaning-service pricing
• Insurance-related costs are non-refundable once submitted to the carrier
If recurring services terminate early, any unpaid or unamortized endorsement premiums may become immediately due.
6.1.5 Mid-Term Insurance Requirement Changes
If, during the Agreement term, the Client, building, landlord, management company, or property owner imposes additional insurance requirements, increased coverage limits, or revised endorsement requirements, BSC may:
• Quote the revised insurance cost
• Require updated pricing
• Suspend scheduling until requirements are resolved
• Decline requirements deemed commercially unreasonable
• Terminate services upon written notice if requirements materially exceed operational feasibility
6.1.6 Renewal & Insurance Pricing Adjustments
Insurance premiums and endorsement costs may change upon renewal due to insurance-market conditions, underwriting changes, claims history, building requirements, carrier pricing changes, or revised operational exposure.
Where applicable, BSC will provide commercially reasonable notice of material insurance-related pricing adjustments before renewal.
6.2 Property Handling, Standard of Care & Damage Responsibility
6.2.1 Professional Standard of Care
BSC personnel are trained to perform janitorial and garbage collection services using commercially reasonable care and industry-standard operational procedures.
BSC is not an insurer or guarantor of the property, premises, furnishings, fixtures, surfaces, garbage systems, elevators, equipment, or building conditions.
Liability applies only to direct physical damage proven to have been caused by BSC through negligent actions occurring during the course and scope of authorized services.
6.2.2 Pre-Existing Conditions & Fragile Materials
BSC is not responsible for:
• Pre-existing damage
• Wear and tear
• Loose hardware
• Brittle materials
• Hairline cracks
• Rust
• Corrosion
• Deteriorated caulking
• Weak mounting hardware
• Unstable shelving
• Unsecured fixtures
• Peeling finishes
• Improper prior repairs
• Defective surfaces
• Water-damaged materials
• Unsealed or improperly sealed surfaces
• Discoloration
• Embedded staining
• Permanent buildup
• Existing odors
• Conditions that become more visible after cleaning
BSC shall not be responsible for failures involving improperly secured fixtures, unstable furniture, weak anchors, deteriorated building materials, or surfaces already compromised before service.
6.2.3 Garbage-Related Liability Limitations
BSC is not responsible for injuries, contamination, odors, leaks, pest conditions, infestations, sanitation violations, or damage resulting from:
• Improperly bagged garbage
• Leaking waste
• Sharp objects not safely contained
• Hidden hazardous materials
• Illegal dumping
• Construction debris mixed with trash
• Medical waste
• Biohazards
• Chemical contamination
• Building compactor malfunctions
• Existing pest infestations
• Conditions outside BSC’s reasonable operational control
6.2.4 Third-Party Interference
BSC is not responsible for damage, delays, incomplete cleaning results, contamination, or operational interference caused by:
• Contractors
• Building staff
• Residents
• Tenants
• Delivery personnel
• Movers
• Vendors
• Other service providers
• Building management actions
• Elevator outages
• Restricted access
• Ongoing construction or repairs
6.3 Reporting Damage Claims
6.3.1 Damage Reporting Window
Any claim for alleged service-related damage must be reported:
• As soon as reasonably practicable
• By email to info@brightspacenyc.com
• And by text message to 718-490-5574
• With supporting photographs or documentation
Claims should be submitted within seventy-two (72) hours after the specific visit during which the alleged damage occurred, or upon discovery if not reasonably detectable within that time, but no later than ten (10) calendar days after the service visit.
Failure to provide timely notice may limit remedies only to the extent BSC is materially prejudiced by the delay.
6.3.2 Preservation Requirement
The Client must preserve the affected item, area, materials, packaging, surveillance footage, and relevant evidence for inspection.
Failure to preserve relevant evidence may limit or bar remedies to the extent BSC is prejudiced by loss of evidence.
6.3.3 Opportunity to Inspect
BSC must be given a reasonable opportunity to inspect the affected condition before repair, disposal, replacement, alteration, or remediation occurs.
If inspection access is denied or the evidence is materially altered before inspection, BSC may decline the claim.
6.4 Claim Investigation & Verification
6.4.1 Investigation Process
BSC may investigate all reported claims using:
• Technician reports
• Supervisor notes
• GPS/timekeeping records
• Pre-service photographs
• Post-service photographs
• Video documentation
• Work logs
• Client communications
• Building reports
• Surveillance footage
• Witness statements
• Operational records
6.4.2 Client Documentation
The Client may be required to provide:
• Photos or videos
• Receipts
• Repair estimates
• Model or serial numbers
• Incident descriptions
• Time/date information
• Surveillance footage
• Access for inspection
6.4.3 Evidentiary Standard
The Client bears the burden of demonstrating that BSC more likely than not directly caused the alleged damage during the identified service visit.
If evidence is inconclusive, conflicting, speculative, incomplete, or indicates possible third-party involvement, BSC may decline responsibility.
6.4.4 Shared Access Conditions
Where multiple parties had access to the affected area or item, including contractors, residents, vendors, movers, building staff, or other third parties, the Client agrees to assist in reasonably allocating responsibility.
BSC shall not be responsible for damage caused by third parties.
6.4.5 Reconsideration of Claims
Denied claims may be reconsidered if the Client provides new, material evidence within the applicable reporting window.
6.5 Repair, Replacement & Insurance Claims
6.5.1 Small-Value Items
For items reasonably valued at $100.00 or less, BSC may, at its discretion:
• Replace the item
• Repair the item
• Reimburse reasonable value
• Offer operational credit
6.5.2 Higher-Value Items
For claims exceeding $100.00, BSC may require:
• Formal investigation
• Insurance-carrier review
• Professional repair estimates
• Third-party inspection
• Additional documentation
Some claims may be referred directly to BSC’s insurance carrier.
6.5.3 Deductibles
Any applicable insurance deductibles, claim handling procedures, coverage determinations, exclusions, or payment obligations remain governed by the terms of the applicable insurance policies and New York law.
6.5.4 No Personal Employee Liability
Neither BSC nor its insurance carrier shall hold individual employees personally liable for incidental damage arising within the course and scope of authorized employment duties, except where required by law.
6.6 Limitation of Liability
6.6.1 Limitation of Damages
To the fullest extent permitted by law, and except for gross negligence, willful misconduct, or violations of law, BSC’s total aggregate liability arising out of or relating to any specific service visit shall not exceed the total amount actually paid by the Client for the affected visit giving rise to the claim.
6.6.2 Excluded Damages
To the fullest extent permitted by law, BSC shall not be liable for:
• Indirect damages
• Consequential damages
• Incidental damages
• Punitive damages
• Special damages
• Loss of use
• Lost profits
• Business interruption
• Lost rental income
• Diminution of value
• Emotional distress claims
• Delays caused by third parties
• Conditions outside BSC’s reasonable control
6.6.3 Gross Negligence Carve-Out
Nothing in this Agreement shall limit liability for gross negligence, willful misconduct, or violations of law to the extent such limitations are prohibited under New York law.
6.7 Insurance as Exclusive Remedy
To the fullest extent permitted by law, where any alleged loss or damage is covered, or reasonably could have been covered, by insurance maintained by either party, such insurance shall serve as the primary source of recovery except in cases involving gross negligence or willful misconduct.
Each party waives subrogation rights inconsistent with this provision to the fullest extent permitted by law.
6.8 Client Indemnification
To the fullest extent permitted by law, the Client agrees to indemnify, defend, and hold harmless BSC, its owners, officers, employees, subcontractors, managers, supervisors, and agents from and against claims, liabilities, losses, damages, penalties, fines, costs, and reasonable attorneys’ fees arising out of or relating to:
• Unsafe site conditions
• Building violations
• Improper garbage handling by occupants
• Hidden hazardous materials
• Client negligence
• Third-party actions
• Resident conduct
• Building-system failures
• Elevator failures
• Water leaks or flooding not caused by BSC
• Contractor interference
• Undisclosed site conditions
• Client instructions
• Breach of this Agreement
This indemnification obligation shall not apply to the extent caused by BSC’s gross negligence or willful misconduct.
7.0 Quality Assurance, Service Verification & Satisfaction Procedures
7.1 Workmanship Satisfaction Guarantee
7.1.1 Quality Commitment
Bright Space Cleaning NYC Inc. (“BSC”) guarantees the quality of its workmanship for Recurring Janitorial & Garbage Collection Services performed within the agreed recurring scope outlined in the applicable selected Exhibit, approved work specifications, and scheduled service plan.
7.1.2 Re-Clean for Workmanship Issues
If workmanship-related issues are identified within two (2) calendar days after a service visit, BSC will return to re-clean the affected areas at no additional labor charge.
Examples of covered workmanship-related issues may include:
• Missed areas within the agreed scope
• Visible dust remaining after service
• Residue or streaking caused during service
• Trash or recycling missed within the agreed scope
• Areas not cleaned substantially consistent with the applicable selected Exhibit (Exhibit A-1, A-2, or A-3).
7.1.3 Scheduling of Re-Cleans
Re-clean visits are generally scheduled within one (1) to three (3) business days after notice is received, subject to building access, staffing availability, operational scheduling, and site conditions.
7.1.4 Scope of Guarantee
This workmanship guarantee applies only to recurring janitorial tasks specifically included within the approved recurring scope of work.
The guarantee does not apply to:
• not included in the applicable selected Exhibit
• Conditions arising after service completion
• New spills, dirt, debris, garbage, or foot traffic occurring after service
• Construction dust migration occurring after service
• Contractor interference
• Restoration-level cleaning expectations
• Permanent stains or discoloration
• Embedded buildup
• Odors
• Damaged or deteriorated surfaces
• Pre-existing conditions
• Conditions outside BSC’s reasonable control
• Specialty cleaning exclusions
• Damage claims governed separately under §6.0
7.2 Recall Request Procedures
7.2.1 Recall Request Window
Requests for re-cleaning or workmanship correction must be submitted within two (2) calendar days after the applicable service visit.
Requests submitted after the recall window may be treated as new service requests or additional billable work.
7.2.2 Recall Scheduling Process
BSC will offer the first reasonably available recall appointment window based on operational scheduling and staffing availability.
If the Client declines two (2) reasonable re-clean appointment windows, the workmanship guarantee shall be deemed satisfied and fulfilled.
7.2.3 Declined Re-Cleans
If BSC offers a reasonable re-clean opportunity and the Client declines the offered correction visit, BSC shall have no obligation to issue refunds, credits, discounts, complimentary services, or additional free visits.
The purpose of the workmanship guarantee is to provide BSC with a reasonable opportunity to correct verified workmanship-related issues.
7.2.4 Documentation & Investigation
To assist BSC in efficiently evaluating and resolving concerns, the Client agrees to provide reasonable supporting information where available, including:
• Brief written descriptions
• Photographs
• Videos
• Time/date information
• Access for inspection if reasonably necessary
7.3 Quality Assurance & Service Verification
7.3.1 Supervisory Quality Checks
BSC may perform periodic supervisory inspections, operational audits, announced or unannounced quality-control reviews, and service evaluations to verify workmanship quality, operational consistency, and compliance with approved work specifications.
7.3.2 Photo & Operational Documentation
BSC may use pre-service photographs, post-service photographs, videos, technician notes, GPS/timekeeping data, supervisor reports, inspection records, and operational documentation to verify service completion, investigate concerns, support quality assurance, and document site conditions pursuant to §10.3.
7.3.3 Service Verification Standards
Service verification is based upon the approved recurring scope, reasonable janitorial industry standards, operational limitations, building conditions, access conditions, staffing allocations, and the assigned recurring Cleaning Necessity Level (“CNL”).
Recurring janitorial services are maintenance-based services and are not intended to provide restoration-level, post-construction, remediation-level, or perfection-standard results during standard recurring operational visits.
7.3.4 No Guarantee of Perfection or Restoration-Level Results
Recurring janitorial and garbage collection services are maintenance-based services intended to maintain reasonable cleanliness standards under normal occupancy and operational conditions. BSC does not guarantee perfection-standard, hotel-standard, restoration-level, white-glove, sterile, sanitized, contamination-free, or like-new results under standard recurring janitorial pricing, staffing, scheduling, frequency, or operational conditions.
Cleaning results may be reasonably affected by:
• building age
• occupant traffic
• garbage volume
• deferred maintenance
• construction activity
• tenant behavior
• pre-existing staining or wear
• building-system limitations
• ventilation conditions
• weather conditions
• contractor interference
• operational restrictions
• or other conditions outside BSC’s reasonable control.
Unless specifically approved in writing, recurring janitorial services are not intended to replace:
• restoration services
• remediation services
• post-construction cleaning
• deep restoration cleaning
• environmental remediation
• luxury-detailing services
• or specialty contamination cleanup.
7.3.5 Odor Conditions
BSC does not guarantee permanent odor elimination within garbage rooms, recycling areas, hallways, common areas, basements, utility rooms, or shared building spaces.
Odors may reasonably return or persist due to:
• garbage accumulation
• tenant behavior
• drainage conditions
• plumbing systems
• moisture intrusion
• compactor systems
• pest activity
• building ventilation
• organic matter
• humidity
• or other conditions outside BSC’s reasonable operational control.
7.3.6 Dust Resettling & Airborne Contaminants
The Client acknowledges that airborne dust, particulate matter, contractor dust, outdoor pollutants, HVAC circulation, open windows, ventilation systems, occupant traffic, or ongoing building activity may cause dust or debris to resettle after service completion.
BSC does not guarantee dust-free conditions after normal building re-occupancy or ongoing operational activity.
7.4 Client Feedback & Continuous Improvement
7.4.1 Client Feedback
BSC may periodically provide optional surveys, feedback forms, quality reviews, or follow-up communications to support operational improvements, quality assurance, staff training, and client satisfaction.
7.4.2 Operational Improvement
Client feedback may be used internally for:
• Training purposes
• Operational review
• Staffing improvements
• Scheduling adjustments
• Service optimization
• Quality assurance monitoring
• Supervisor review
7.5 Refunds, Credits & Satisfaction Remedies
7.5.1 Exclusive Remedy for Workmanship Issues
For verified workmanship-related issues, the exclusive remedy under this Agreement shall be a reasonable opportunity for BSC to re-clean the affected areas pursuant to §§7.1–7.2.
7.5.2 No Automatic Refunds
Because recurring janitorial services involve labor, scheduling allocation, staffing costs, operational mobilization, and completed on-site services, refunds are generally not provided after services have been rendered.
7.5.3 Courtesy Credits
Any refunds, discounts, service credits, complimentary visits, or goodwill adjustments issued by BSC shall remain entirely discretionary and shall not establish precedent for future services or disputes.
7.5.4 Separate Damage Claims
Nothing in this Section 7 limits or replaces damage-related claims, which remain governed separately under §6.0.
7.6 Courtesy Communication & Issue Resolution
7.6.1 Communication Expectations
BSC values professional communication and reasonable opportunities to investigate and resolve concerns before escalation.
Clients agree to notify BSC of operational concerns, workmanship concerns, scheduling issues, or service dissatisfaction and allow BSC a commercially reasonable opportunity to review and address the matter before requesting third-party intervention or public escalation.
7.6.2 No Restriction on Lawful Reviews
Nothing in this Agreement prohibits, restricts, penalizes, or discourages lawful honest reviews, factual statements, or opinions protected under applicable law, including the Consumer Review Fairness Act or similar laws to the extent applicable.
This section is intended solely to encourage prompt operational communication and fair opportunities for issue resolution.
8.0 Rates, Proposals & Client Responsibilities
8.1 Pricing Basis (Project-Based, Not Hourly)
Recurring Janitorial & Garbage Collection Services are priced per project—not by the hour—based on the building’s estimated size, condition, and scope of common areas to be serviced.
The estimate reflects total expected labor for the described scope in the applicable selected Exhibit (Exhibit A-1, A-2, or A-3) and the stated Cleaning Necessity Level (CNL) in Exhibit B.
Actual time on-site may vary by staffing level, layout, or accessibility. If the team finishes earlier than estimated, there is no reduction in price.
8.2 Estimates & What Affects Price
Estimates are prepared from the Client’s intake form, photos, walkthrough (if any), and declared building details (square footage or approximate size of common areas, number of floors, hallways, stairwells, elevator(s), terraces, amenity rooms such as gym and laundry room, and any special features).
If conditions upon arrival materially differ—such as higher CNL than described, traces of construction dust, contractor activity, or additional rooms not disclosed—§4.2 (Added-Time Items) applies.
8.3 Add-Ons & Special Conditions
• Unusually heavy buildup beyond the selected service package or additional areas/surfaces not listed in the applicable selected Exhibit will be quoted as add-ons or billed at $75/hour per technician.
• Examples include: excessive grease, mineral or soap scale, nicotine residue, extensive railings or ledges, interior cleaning of common-area storage or janitor closets, detailed machine-cleaning of specialty floor finishes, heavy pet hair/odor in common areas, or detailed restoration of elevator tracks and door channels.
Excluded items requiring separate written approval and pricing: bulk trash or hauling, exterior windows, decluttering/organization, dishwashing, and any item listed under “Not Included” in the applicable selected Exhibit (Exhibit A-1, A-2, or A-3).
Any added time or upgrade requires prior written approval (§4.2). If declined, cleaning proceeds pursuant to §4.3.1 (Priority-Only Completion) for the originally scheduled recurring service window.
Deep cleaning of blinds/shades, including slat-by-slat detailing, ultrasonic or immersion methods, stain removal, removal, or reinstallation, is excluded from standard recurring service unless separately approved in writing. See §4.1.8.
Garbage Volume Fluctuation & Excessive Accumulation
Garbage volume may reasonably fluctuate due to occupancy changes, holidays, move-ins, move-outs, tenant turnover, events, deliveries, package overflow, contractor activity, renovations, seasonal conditions, or other operational factors. Excessive garbage accumulation beyond normal recurring occupancy conditions may require:
• additional labor
• additional pickups
• additional staffing
• bulk-removal services
• revised scheduling
• temporary service increases
• specialty hauling
• or revised pricing.
Recurring janitorial pricing is based upon reasonably normal occupancy-generated garbage volume and operational conditions represented at the time of quoting and onboarding.
8.4 Area Accessibility, Operational Access & Work-Zone Preparation
For best results, the Client shall ensure that common areas, garbage rooms, recycling areas, stairwells, hallways, elevator areas, service corridors, and other scheduled service zones are reasonably accessible before arrival. The Client shall remove or relocate excessive obstructions, stored items, contractor materials, event setups, tenant belongings, maintenance equipment, deliveries, or other barriers that prevent safe and efficient service performance.
Failure to provide reasonable operational access may result in:
• skipped or bypassed areas
• priority-only completion
• reduced service efficiency
• additional labor charges
• operational delays
• rescheduling
• limited-access cleaning
• or lockout treatment under the applicable sections of this Agreement.
Decluttering, organization, moving excessive stored items, clearing contractor materials, or relocating tenant belongings are not included within standard recurring janitorial services unless separately approved in writing.
Access to the property, service areas, freight elevators (where applicable), loading docks, and operational pathways must remain available during the scheduled service window. If BSC personnel are unable to begin services within fifteen (15) minutes of arrival due to locked entry, denied access, blocked work zones, elevator restrictions, or operational interference outside BSC’s control, the visit may be treated as a lockout, denied-access condition, or operational delay under the applicable sections of this Agreement.
8.5 Proposal Validity & Re-Issue
• Quotes remain valid for thirty (30) days from issuance unless property conditions, building conditions, access requirements, service scope, insurance requirements, or operational conditions change.
• If BSC discovers new requirements (insurance endorsements, added rooms, contractor interference, etc.), a revised quote may be issued with updated pricing.
• Written acceptance of the proposal or updated version is required before scheduling.
8.6 Event, Renovation, or Contractor Interference
If ongoing renovation, repair, or contractor work prevents cleaning from starting or continuing safely, BSC may:
(a) reschedule at no penalty if notified at least 24 hours in advance, or
(b) bill added waiting time and extra cleaning at $75/hour per technician if no notice is given and the team must wait or work around obstruction.
If added time is declined, cleaning proceeds under § 4.3 Priority-Only Completion.
BSC is not responsible for incomplete results caused by ongoing work, tradespeople, or post-construction dust.
8.7 Proposal Acceptance & Client Responsibilities
By accepting the proposal, the Client confirms:
• All site information provided is accurate and complete.
• Utilities (water, electricity) will remain available during service (§ 5.6).
• Safe access will be maintained; BSC may skip unsafe areas, restricted areas, blocked areas, hazardous areas, or operationally unsafe work zones as described in §§5.7–5.10.
• The Client will promptly report hazards, unsafe conditions, access restrictions, fragile property, specialty fixtures, sensitive areas, or other conditions that may affect safe service performance as described in §§5.10–5.11 and §6.3.
8.8 Pricing Applicability & Scope Limitations
Rates stated apply only to the approved Recurring Janitorial & Garbage Collection Service scope, frequency, property conditions, access requirements, staffing assumptions, and common-area service areas described in the signed Proposal, Scope of Work, Work Specifications, or the applicable selected Exhibit (Exhibit A-1, A-2, or A-3).
Rates do not apply to:
• additional services
• specialty cleaning
• emergency work
• post-construction conditions
• restoration-level cleaning
• contractor-related cleanup
• flood or sewage remediation
• excessive garbage accumulation
• abnormal contamination
• hazardous conditions
• added service areas
• increased service frequency
• materially changed property conditions
• or operational conditions outside the originally approved scope
unless separately approved in writing.
If actual site conditions materially differ from those represented during quoting, walkthroughs, intake forms, photos, videos, or prior service history, BSC reserves the right to:
• re-scope services
• revise pricing
• apply additional labor charges
• recommend specialty services
• modify scheduling
• or suspend affected operations until revised terms are approved.
9.0 Personnel, Staffing, Site Conduct & Non-Solicitation
9.1 Personnel Status, Screening & Training
9.1.1 Background Screening & Eligibility
All Bright Space Cleaning NYC Inc. (“BSC”) employees, supervisors, managers, and approved subcontractors are identity-verified, background-screened, and authorized to legally work in the United States before assignment to Client properties.
Background screening procedures may include, where legally permissible:
• Identity verification
• Employment eligibility verification
• Criminal background review
• Reference review
• Prior employment verification
9.1.2 Independent Employer Relationship
BSC personnel are employees, subcontractors, agents, or representatives of BSC only and are not employees, agents, partners, joint employees, representatives, or independent contractors of the Client.
Nothing in this Agreement creates:
• A joint-employment relationship
• A partnership
• A franchise relationship
• An agency relationship
• An employer-employee relationship between the Client and BSC personnel
9.1.3 Training Standards
BSC personnel complete operational training before assignment to recurring janitorial accounts.
Training may include, but is not limited to:
• Cleaning methods and protocols
• Safety procedures
• Chemical handling
• PPE procedures
• Garbage-handling procedures
• OSHA awareness
• Professional conduct
• Confidentiality expectations
• Equipment operation
• Site-security procedures
• Slip/fall prevention
• Wet-floor safety
• Building-access procedures
• Customer-service expectations
Team Leads, Supervisors, and Managers may receive additional leadership, quality-control, scheduling, inspection, and operational-management training.
BSC may periodically provide refresher training, updated operational procedures, or additional compliance training as methods, regulations, products, or operational requirements evolve.
9.1.4 Equal Employment Compliance
BSC complies with applicable federal, New York State, and New York City employment laws and maintains equal-opportunity employment practices consistent with applicable law.
9.2 Direction, Work Orders & On-Site Communications
9.2.1 Authorized Communication Channels
Clients may communicate day-of operational priorities, access instructions, concerns, or service requests through:
• The designated BSC supervisor
• Team Lead
• Dispatcher
• Authorized management representative
• Approved communication channels
Out-of-scope requests, operational changes, or additional services remain subject to written approval pursuant to §4.2 and applicable provisions of this Agreement.
9.2.2 No Direct Employment Control
The Client shall not:
• Hire or terminate BSC personnel
• Set compensation or schedules
• Discipline personnel directly
• Direct employment terms
• Require payroll changes
• Assign employment classifications
• Exercise employer-level control over BSC staff
Reasonable operational requests regarding cleaning priorities, garbage handling, access coordination, or site-specific procedures are permitted when routed through BSC supervisory personnel.
9.2.3 Change Requests & Scope Modifications
Requests involving changes to:
• Service frequency
• Staffing levels
• Service times
• Scope of work
• Additional areas
• Added tasks
• Operational scheduling
must be approved in writing and may require revised pricing, staffing adjustments, updated exhibits, or formal change-order approval.
9.2.4 Building Rules & Operational Coordination
BSC will make commercially reasonable efforts to comply with written building rules, operational procedures, access instructions, loading-dock requirements, freight-elevator procedures, recycling rules, and building-management protocols provided by the Client.
The Client remains responsible for providing current and accurate building procedures, access instructions, schedules, and operational restrictions.
9.3 Attendance, Staffing, Supervision & Timekeeping
9.3.1 GPS & Timekeeping Systems
BSC may utilize GPS, geofencing, digital timekeeping systems, route-management systems, operational tracking systems, or attendance-verification tools for scheduling, payroll, operational verification, and quality-control purposes.
9.3.2 Supervisory Inspections & Quality Assurance
Field Supervisors, Managers, Team Leads, or Quality-Control personnel may perform announced or unannounced inspections, operational reviews, walkthroughs, or service-verification checks before, during, or after service visits.
Corrective coaching, retraining, staffing adjustments, or operational changes may occur where reasonably necessary to maintain service standards.
9.3.3 Staffing Continuity
BSC will make commercially reasonable efforts to maintain staffing consistency where operationally practical.
However, BSC reserves the right to substitute, rotate, replace, supplement, or reassign personnel as reasonably necessary to maintain scheduling continuity, staffing coverage, operational efficiency, quality standards, emergency coverage, or business operations.
9.4 Service Windows, Extra Visits & Out-of-Scope Conditions
9.4.1 Service Windows
Recurring services are generally performed within the recurring operational window stated in the Proposal, recurring schedule, Google Calendar schedule, or approved service plan.
Minor scheduling adjustments within normal operating hours do not constitute service failures or pricing modifications unless otherwise agreed in writing.
9.4.2 Additional Visits & After-Hours Requests
Additional visits, emergency requests, extra porter coverage, after-hours requests, holiday service requests, or additional operational support requested outside the standard recurring schedule shall be treated as additional services and may be billed separately pursuant to §§3.0, 4.0, and 8.0.
9.4.3 Out-of-Scope Conditions
The following conditions generally fall outside standard recurring janitorial scope and may require separate pricing, operational review, added labor, or specialty scheduling:
• Event cleanup
• Construction or renovation aftermath
• Contractor dust removal
• Flood or leak cleanup
• Restoration-level cleaning
• Excessive garbage overflow
• Emergency sanitation conditions
• Biohazard conditions
• Specialty remediation work
• Heavy debris removal
• Temporary occupancy surges
• Excessive abnormal soiling conditions
Such work may be billed separately pursuant to §§4.0 and 8.0.
9.4.4 Building-Imposed Operational Changes
If building-management rules, access limitations, security procedures, loading restrictions, elevator limitations, escorts, or operational requirements materially increase service time, labor costs, or operational complexity, BSC may implement pricing adjustments or revised operational procedures pursuant to §8.5.
9.4.5 Project-Based Pricing Clarification
Recurring janitorial pricing is project-based and scope-based, not hourly.
BSC does not impose overtime charges solely because a recurring visit requires additional internal labor time unless additional operational conditions, added services, abnormal conditions, or approved scope modifications apply under this Agreement.
9.5 Safe, Professional & Harassment-Free Workplace
9.5.1 Safe Working Environment
The Client agrees to maintain a reasonably safe, professional, harassment-free, and non-hostile working environment for BSC personnel.
BSC reserves the right to:
• Remove personnel
• Pause work
• Reassign staff
• Reschedule service
• Suspend operations
where safety, harassment, discrimination, threats, violence, unsafe conduct, illegal activity, or hostile working conditions are reasonably believed to exist.
9.5.2 Work-Zone Safety
Clients, residents, tenants, visitors, vendors, and building personnel shall avoid interfering with active cleaning operations, including:
• Wet-floor areas
• Mop zones
• Vacuum cords
• Cleaning equipment
• Garbage transport operations
• Restricted work areas
• Safety cones or caution zones
9.5.3 Prohibited Conduct
The Client agrees that no person associated with the property shall:
• Harass BSC personnel
• Use discriminatory language
• Engage in threatening conduct
• Interfere with equipment operation
• Demand unsafe work practices
• Direct staff to violate safety rules
• Request unauthorized access decisions
9.6 Confidentiality, Privacy & Operational Media
9.6.1 Confidentiality Expectations
BSC personnel are expected to maintain reasonable confidentiality regarding non-public Client information observed during service operations.
9.6.2 Limited Access Principle
BSC personnel access only areas reasonably necessary to perform authorized services within the approved recurring scope.
9.6.3 Operational Photo & Video Documentation
BSC may capture limited operational photographs or short videos of relevant work areas for legitimate business purposes, including:
• Quality assurance
• Completion verification
• Damage documentation
• Safety documentation
• Training
• Insurance review
• Operational records
• Dispute resolution
BSC will make commercially reasonable efforts to avoid intentionally photographing:
• Personal documents
• IDs
• Mail contents
• Computer screens
• Financial information
• Medical information
• Personal photographs
• Sensitive personal information
9.6.4 Marketing Usage
Any marketing or portfolio usage of operational media remains governed separately under §1.5 (Marketing & Media Consent).
9.6.5 Devices & Access Controls
Operational media may only be captured through authorized BSC devices, approved applications, or approved operational systems.
Media access is restricted to authorized management, supervisors, claims personnel, operational reviewers, or quality-control personnel with legitimate business need.
9.7 Keys, Access Credentials & Security Procedures
9.7.1 Key & Credential Storage
Keys, fobs, badges, access cards, alarm codes, or access credentials provided to BSC shall be stored using commercially reasonable security procedures and may be labeled using anonymized coding systems rather than physical addresses where operationally practical.
9.7.2 No-Grant Entry Policy
BSC personnel shall not grant building access, unlock doors, admit visitors, or authorize entry to third parties unless expressly authorized by the Client’s Authorized Contact or current building-access procedures.
BSC personnel are not responsible for determining whether unknown individuals should be granted access to the property.
9.7.3 Building Security Cooperation
The Client remains responsible for maintaining building-security procedures, resident access management, alarm systems, and current access rosters.
9.8 Subcontractors & Specialty Vendors
9.8.1 Use of Subcontractors
BSC may utilize qualified subcontractors, specialty vendors, partner companies, temporary staffing support, or specialty-service providers where reasonably necessary to perform authorized services.
9.8.2 Operational Standards
Subcontractors and specialty vendors engaged by BSC are expected to comply with applicable BSC operational standards, safety procedures, confidentiality expectations, and service requirements.
9.8.3 Responsibility for Services
Where subcontractors are utilized by BSC, BSC remains operationally responsible for overall service coordination, follow-up, and reasonable quality-control oversight.
9.9 Non-Solicitation & Non-Circumvention
9.9.1 Restriction
During the Agreement term and for twelve (12) months following the last date BSC personnel performed services at the property, the Client agrees not to directly or indirectly:
• Solicit BSC personnel for outside work
• Recruit BSC employees or subcontractors
• Hire BSC personnel outside BSC channels
• Engage BSC personnel through third parties
• Circumvent BSC to privately retain assigned personnel
without prior written consent from BSC.
9.9.2 Liquidated Damages
Because improper solicitation causes substantial operational disruption, recruiting expense, onboarding costs, staffing instability, scheduling losses, and business interruption, the parties agree that liquidated damages of $3,700.00 per individual, per incident constitute a reasonable pre-estimate of damages and not a penalty.
These damages shall be recoverable in addition to any other remedies permitted under law or equity.
9.9.3 Survival
The provisions of this §9.9 survive expiration, cancellation, suspension, or termination of this Agreement.
10.0 Operational Policies, Supplies, Equipment, Safety & Media Procedures
10.1 Supplies, Chemicals & Consumables
10.1.1 Default Service Model — Client-Provided Consumables
Unless otherwise stated in the signed Proposal, the Client is responsible for supplying all day-to-day consumables and disposable janitorial products required for recurring services, including but not limited to:
• Garbage bags
• Recycling bags
• Toilet paper
• Paper towels
• Hand soap
• Sanitizer products
• Trash liners
• Air fresheners
• Restroom consumables
• Building-specific consumables
• Other disposable janitorial supplies
BSC provides standard janitorial equipment pursuant to §10.2.
10.1.2 Optional Supply Program (BSC-Provided Supplies)
At the Client’s option, Bright Space Cleaning NYC Inc. (“BSC”) may provide janitorial chemicals, restroom consumables, liners, paper products, or operational supplies for an additional fee.
Supply programs may be billed as:
• A fixed monthly fee
• A percentage-based “Supplies” fee
• Pass-through cost plus administrative markup
• A separately approved restocking arrangement
The applicable pricing structure shall be identified in the Proposal, recurring pricing schedule, or approved written addendum.
10.1.3 Supply Program Adjustments
Supply-related pricing may be adjusted at contract renewal to reflect:
• Vendor price increases
• Freight increases
• Inflation
• Product availability
• Regulatory changes
• Market conditions
• Operational cost increases
BSC will provide commercially reasonable written notice before material renewal-related supply adjustments become effective.
10.1.4 Approved Supply Standards
Where the Client supplies consumables, the Client agrees to maintain reasonable inventory levels necessary for scheduled recurring services.
If required consumables are unavailable during service, BSC may:
• Skip affected tasks
• Proceed with remaining services
• Document shortages in operational records
• Procure replacement supplies with written authorization
• Bill pass-through costs plus administrative fees where approved
10.1.5 On-Site Storage
If the Client provides a reasonably secure janitorial closet or storage area, BSC may store limited janitorial supplies or equipment on-site for operational efficiency.
The Client remains responsible for providing safe, lawful, and reasonably accessible storage conditions.
10.1.6 Client-Requested Products & No-Mixing Policy
If the Client requests the use of Client-provided chemicals or products:
• Products must remain in original labeled containers
• Safety Data Sheets (“SDS”) may be required
• BSC reserves the right to decline unsafe or incompatible products
• BSC will not intentionally mix Client products with BSC products
BSC reserves the right to determine appropriate chemical selection, dilution methods, cleaning procedures, and operational methods based on site conditions, floor types, safety requirements, and manufacturer recommendations.
BSC disclaims responsibility for adverse chemical reactions, residue interactions, discoloration, reduced effectiveness, or damage caused by substituted, incompatible, unlabeled, or Client-selected products.
10.1.7 Allergies, Fragrance Restrictions & Sensitivities
The Client must notify BSC in writing before service regarding:
• Fragrance restrictions
• Chemical sensitivities
• Low-VOC requirements
• Building product restrictions
• Allergy-related operational limitations
Fragrance-free or low-odor alternatives may be available upon request and may incur additional charges.
10.1.8 SDS & Chemical Safety
BSC maintains commercially reasonable chemical-handling and labeling procedures consistent with applicable operational safety standards.
Safety Data Sheets (“SDS”) for BSC-provided chemicals may be provided upon reasonable request where applicable.
10.2 Equipment & Operational Tools
10.2.1 BSC-Provided Equipment
BSC provides standard janitorial equipment reasonably necessary to perform recurring common-area janitorial and garbage-collection services, including but not limited to:
• Vacuum cleaners
• HEPA vacuums where operationally appropriate
• Mops
• Mop buckets
• Brooms
• Dust pans
• Wet-floor signs
• Standard janitorial hand tools
• Garbage transport equipment
• Microfiber systems
• Other standard cleaning equipment used in recurring janitorial operations
10.2.2 Specialized Equipment
Specialized equipment including but not limited to:
• Autoscrubbers
• Carpet extractors
• Air scrubbers
• Floor machines
• Steam equipment
• Restoration equipment
• Pressure-washing systems
• Specialty remediation equipment
is not automatically included in standard recurring pricing and may require separate approval, mobilization fees, rental fees, or specialty-service pricing.
10.2.3 Authorized Use Only
Only authorized BSC personnel may operate BSC-owned equipment.
Unauthorized use of BSC equipment by residents, tenants, contractors, visitors, building staff, or third parties is prohibited.
Damage, theft, misuse, or loss caused by unauthorized use may be billed at repair or replacement cost.
10.2.4 Utilities & Building Logistics
BSC relies on the Client’s on-site:
• Electricity
• Water access
• Freight elevators where applicable
• Service elevators where applicable
• Building access systems
Service interruptions caused by utility outages, restricted access, loading procedures, elevator restrictions, building escorts, or utility limitations may result in delays, partial completion, rescheduling, additional labor charges, waiting-time charges, or scheduling adjustments pursuant to §§3.0 and 8.0.
10.3 Operational Media, Quality Assurance & Claims Documentation
10.3.1 Operational Documentation
To document site conditions, operational performance, quality assurance, damage claims, and service completion, BSC may capture limited before/after photographs or short video clips of relevant work areas, surfaces, or operational conditions.
Operational media may be used for:
• Internal quality assurance
• Supervisor review
• Training
• Claims investigation
• Insurance documentation
• Service verification
• Operational records
• Proposal preparation
10.3.2 Privacy Protections
BSC will make commercially reasonable efforts to avoid intentionally capturing:
• Faces or identifiable people
• Computer screens
• Mail contents
• Personal documents
• Security badges
• Keys or fobs
• Financial information
• Sensitive tenant information
If such materials are incidentally captured, BSC may blur, crop, restrict, or remove the media where reasonably practical before external use.
10.3.3 Marketing Media Consent
By entering into this Agreement and engaging BSC for services, the Client grants BSC a non-exclusive, worldwide, royalty-free license to use non-identifying operational photos or short video clips of serviced areas for:
• Portfolio use
• Website content
• Social media
• Marketing materials
• Proposals
• Advertising
• Business-development materials
BSC will make commercially reasonable efforts to ensure media focuses on the work performed rather than occupants or sensitive information.
10.3.4 Restricted Areas & Confidential Locations
The Client must identify confidential, restricted, regulated, or no-photo areas before service begins.
Where active NDAs, building restrictions, security requirements, or confidentiality obligations exist, BSC will make commercially reasonable efforts to comply with disclosed restrictions.
10.3.5 Opt-Out / Revocation
The Client may revoke or limit marketing-media consent prospectively by written notice.
Revocation applies only to future use and does not require BSC to remove:
• Previously printed materials
• Previously published content
• Archived materials
• Third-party reposts outside BSC’s control
For digital channels directly controlled by BSC, BSC will make commercially reasonable efforts to remove requested media within a reasonable period after written notice.
10.3.6 Internal Access Controls
Operational media is accessible only to authorized BSC management, supervisors, quality-control personnel, insurance representatives, or claims reviewers with legitimate business need.
10.4 Wet-Floor Safety & Active Work Zones
10.4.1 Wet-Floor Procedures
During active cleaning operations, BSC may utilize:
• Wet-floor signs
• Safety cones
• Temporary barriers
• Work-zone indicators
• Restricted-access markers
to identify active cleaning areas and reduce slip-related risks.
10.4.2 Occupant Responsibility After Service
After BSC personnel leave the premises, the Client, tenants, residents, guests, contractors, and building personnel remain responsible for exercising reasonable caution around recently cleaned or damp surfaces until fully dry.
Dry times vary depending on:
• Surface type
• Humidity
• Ventilation
• Temperature
• Occupancy traffic
• Cleaning products used
10.4.3 Work-Zone Interference
BSC is not responsible for injuries, accidents, or damage caused by individuals entering restricted or actively serviced work zones after reasonable warning measures have been placed.
10.5 Garbage Rooms, Recycling Areas & Disposal Procedures
10.5.1 Standard Garbage Handling
Recurring garbage collection services apply only to ordinary day-to-day garbage and recycling generated through normal building occupancy.
10.5.2 Unsafe Garbage Conditions
BSC personnel are not required to handle:
• Loose hazardous materials
• Needles or sharps
• Medical waste
• Human waste
• Animal waste
• Unknown chemicals or liquids
• Improperly contained broken glass
• Biohazards
• Excessively leaking garbage
• Construction debris
• Demolition materials
• Infested materials
• Unsafe bulk items
• Materials reasonably believed to create health or safety risks
BSC may suspend, delay, limit, or decline work involving unsafe garbage conditions until safe handling conditions are restored.
10.5.3 Recycling Contamination
The Client remains responsible for ensuring recycling is reasonably separated and compliant with building or municipal recycling requirements.
BSC is not responsible for contamination penalties, sanitation violations, fines, or recycling rejection caused by occupant misuse or improperly separated materials.
10.5.4 Bulk Items & Hauling
Bulk-item hauling, construction debris removal, furniture disposal, or specialty waste disposal are excluded unless separately approved in writing.
10.5.5 Compactor Rooms & Garbage Systems
BSC is not responsible for:
• Compactor malfunctions
• Garbage chute failures
• Building sanitation-system failures
• Drainage problems
• Existing pest infestations
• Structural garbage-room issues
• Odors caused by building systems
• Mechanical failures outside BSC’s reasonable control
10.6 Building Access, Freight Elevators & Operational Coordination
10.6.1 Access Coordination
The Client shall provide all necessary:
• Access codes
• Freight-elevator access
• Vendor registration
• Building approvals
• Loading-dock access
• Garbage-room access
• Service-elevator coordination
necessary for recurring operations.
10.6.2 Freight Elevator Delays
Freight-elevator restrictions, elevator outages, loading delays, contractor congestion, or building-management restrictions that materially delay operations may result in additional labor charges, waiting-time charges, rescheduling, or partial completion.
10.6.3 Building Rules
BSC will make commercially reasonable efforts to comply with written building operational procedures provided by the Client.
10.7 Pest, Odor & Sanitation Limitations
10.7.1 Pest Conditions
BSC does not provide extermination, rodent removal, pest remediation, or infestation-treatment services unless separately approved in writing.
10.7.2 Existing Odors & Sanitation Conditions
BSC does not guarantee complete odor elimination or sanitation restoration where odors or contamination originate from:
• Building systems
• Plumbing failures
• Trash-chute conditions
• Existing infestations
• Water damage
• Structural conditions
• Long-term contamination
• Conditions outside BSC’s operational control
10.7.3 Specialty Remediation Excluded
Biohazard remediation, sewage remediation, mold remediation, trauma cleanup, hazardous-material cleanup, and remediation-level sanitation work are excluded from standard recurring janitorial services unless separately approved in writing.
10.8 Safety Authority & Unsafe Conditions
10.8.1 Unsafe Work Authority
BSC personnel may suspend, delay, modify, limit, or decline services where conditions are reasonably believed to be unsafe, hazardous, illegal, inaccessible, or likely to create injury or property-damage risk.
10.8.2 Examples of Unsafe Conditions
Unsafe conditions may include, but are not limited to:
• Flooding
• Exposed wiring
• Structural instability
• Biohazards
• Aggressive behavior
• Unsafe garbage accumulation
• Slip hazards
• Blocked exits
• Chemical exposure risks
• Fire hazards
• Unsafe contractor activity
• Unsafe freight-elevator conditions
10.8.3 No Penalty for Safety Refusal
BSC shall not be considered in breach of this Agreement for refusing work conditions reasonably believed to endanger personnel, occupants, property, or building operations.
11.0 Operational Disclaimers & Service Limitations — Recurring Janitorial & Garbage Collection Services (Common Areas)
11.1 Pre-Existing Wear, Damage & Surface Conditions
11.1.1 Hidden Wear or Damage Revealed by Cleaning
Routine recurring janitorial cleaning may reveal pre-existing scratches, discoloration, staining, wear, deterioration, finish loss, grout issues, rust, corrosion, loose hardware, or other conditions previously concealed by dirt, dust, garbage residue, film, or buildup.
11.1.2 No Liability for Pre-Existing Conditions
BSC is not responsible for pre-existing wear, deterioration, structural issues, staining, or damage revealed during normal cleaning operations except where directly caused by BSC’s gross negligence or willful misconduct.
11.2 Construction Dust, Repairs, Contractor Activity & Event Conditions
11.2.1 Recurring Maintenance Services Only
Recurring Janitorial & Garbage Collection Services are intended for normal day-to-day maintenance cleaning and garbage handling of common areas.
Services do not include:
• Post-construction cleaning
• Renovation cleanup
• Contractor dust remediation
• Event aftermath restoration
• Flood cleanup
• Restoration-level cleaning
• Emergency remediation
• Heavy debris removal
unless separately approved in writing.
11.2.2 Contractor Dust & Event Conditions
If technicians encounter:
• Construction dust
• Renovation residue
• Contractor debris
• Painting residue
• Flooring dust
• Event-related buildup
• Excessive garbage overflow
• Temporary occupancy surges
• Contractor interference
BSC may:
• Notify the Client
• Recommend additional labor
• Recommend specialty services
• Re-scope affected areas
• Apply added-time billing pursuant to §§4.0 and 8.0
11.2.3 Declined Additional Services
If the Client declines additional labor, added-time charges, or specialty cleaning recommendations, BSC will perform only the approved recurring scope outlined in the applicable selected Exhibit.
BSC is not responsible if conditions remain visibly dirty, dusty, cluttered, or incomplete due to the Client declining expanded services or specialty cleaning recommendations.
11.2.4 Delays & Rescheduling
Any delays, rescheduling, operational disruption, or scope modifications resulting from contractor activity, repairs, events, or abnormal site conditions shall be governed by §§3.0, 4.0, and 8.0.
11.3 Windows, Glass & Height Limitations
11.3.1 Routine Glass Cleaning
Recurring janitorial services may include routine touch-up cleaning of interior lobby glass, entry glass, mirrors, or accessible common-area glass surfaces within normal reach and within the approved recurring scope.
11.3.2 Excluded Glass Services
The following are excluded unless separately quoted and approved in writing:
• Exterior window cleaning
• Façade glass cleaning
• High-access glass work
• Window-track detailing
• Construction-film removal
• Paint or adhesive removal
• Hard-water stain restoration
• Lift-required access work
11.3.3 Height & Access Restrictions
BSC personnel are not required to perform work beyond safe approved ladder height or in areas requiring:
• Scaffolding
• Suspended access systems
• Rope access
• Fall-protection systems
• Unsafe roof-edge work
• Specialized high-access equipment
unless separately approved in writing with appropriate safety planning.
11.4 Trash Removal, Bulk Items & Hauling Limitations
11.4.1 Standard Garbage Removal
Routine garbage collection services apply only to ordinary day-to-day garbage and recycling generated through normal building occupancy.
11.4.2 Bulk Debris & Construction Waste
The following are excluded unless separately approved in writing:
• Construction debris
• Demolition waste
• Furniture hauling
• Appliance disposal
• Large-item removal
• Contractor debris
• Excessive event waste
• Hazardous waste
• Illegal dumping cleanup
11.4.3 Ownership & Responsibility for Excluded Waste
If hauling or specialty disposal services are not purchased, responsibility for excluded debris, bulk waste, hazardous materials, or construction materials remains with the Client, building ownership, or responsible third party.
BSC is not responsible for odors, leakage, contamination, sanitation violations, or hazards associated with excluded materials.
11.5 Hazardous Materials, Biohazards & Unsafe Conditions
11.5.1 Hazardous Materials Excluded
BSC does not clean, remediate, transport, handle, or dispose of:
• Mold or suspected mold
• Bloodborne pathogens
• Needles or sharps
• Human waste
• Animal waste
• Sewage backups
• Medical waste
• Asbestos
• Lead contamination
• Chemical spills
• Biohazards
• Regulated hazardous materials
• Illegal substances
11.5.2 Work Suspension Authority
If hazardous or unsafe conditions are discovered, BSC may immediately:
• Pause work
• Isolate affected areas
• Reschedule service
• Require licensed remediation
• Decline unsafe work conditions
before recurring janitorial services continue.
11.5.3 Dispatch & Rescheduling Charges
Minimum dispatch charges, standby charges, cancellation fees, rescheduling fees, or operational charges may apply where crews are unable to safely proceed due to undisclosed hazardous conditions.
11.6 Wet Floors, Dry Times & Occupant Safety
11.6.1 Wet-Floor Conditions
Floors may remain damp, slick, slippery, or tacky during and after mopping, scrubbing, restroom cleaning, or floor-maintenance procedures.
Dry times vary depending on:
• Floor type
• Humidity
• Ventilation
• Temperature
• Building airflow
• Occupancy traffic
• Cleaning products used
11.6.2 Safety Signage
While on-site, BSC may utilize:
• Wet-floor signs
• Safety cones
• Temporary barriers
• Restricted work-zone indicators
to warn occupants of active cleaning operations.
11.6.3 Occupant Responsibility After Departure
After BSC departs, the Client, building occupants, residents, tenants, guests, vendors, contractors, and visitors remain responsible for exercising reasonable caution around damp or recently serviced areas until fully dry.
11.6.4 Limitation of Liability
To the fullest extent permitted by law, BSC is not liable for injuries, slips, falls, or damage resulting from premature entry into wet areas, removal of signage, or disregard of active work-zone warnings after reasonable warnings have been provided.
11.7 Surface Compatibility & Material Limitations
11.7.1 Surface Sensitivity
Certain surfaces and finishes may react unpredictably even under standard janitorial cleaning procedures, including:
• Unsealed stone
• Antique wood
• Delicate coatings
• Unlacquered metals
• High-gloss finishes
• Specialty sealers
• Aged floor finishes
• Deteriorated paint systems
The Client must disclose specialty materials, finish sensitivities, or manufacturer restrictions before service.
11.7.2 Spot Testing & Method Selection
BSC may use commercially reasonable spot testing or least-aggressive cleaning methods where material sensitivity is reasonably suspected.
If elevated risk exists, BSC may:
• Modify procedures
• Skip affected areas
• Request written authorization
• Recommend specialty restoration services
11.7.3 Client-Provided Products
Where the Client requests specific products or chemicals, the Client assumes responsibility for compatibility, manufacturer suitability, and potential adverse reactions associated with those products.
11.8 Client Property, Valuables & Personal Items
11.8.1 Responsibility for Valuables
The Client remains responsible for securing valuables, sensitive materials, electronics, artwork, collectibles, confidential documents, cash, and fragile items located in common or accessible areas.
11.8.2 Unsecured or Unstable Items
BSC is not responsible for damage to unsecured, unstable, improperly mounted, deteriorated, or poorly stored items except where directly caused by BSC’s gross negligence or willful misconduct.
11.9 Utilities, Water, Electrical Service & Plumbing
11.9.1 Utility Dependence
BSC relies upon functioning:
• Electricity
• Water service
• Lighting
• Elevators where applicable
• Building-access systems
to reasonably perform recurring services.
11.9.2 Plumbing & Drainage
BSC disposes only non-hazardous wastewater into sanitary drainage systems.
BSC is not responsible for:
• Plumbing backups
• Drainage failures
• Existing clogs
• Construction debris in drains
• Building-system failures
• Utility interruptions
except where directly caused by BSC’s gross negligence or willful misconduct.
11.9.3 Electrical Supply & Outlet Safety
The Client must provide safe, functional electrical service reasonably suitable for recurring janitorial operations.
BSC may refuse to use unsafe, overloaded, damaged, sparking, non-grounded, or otherwise unsafe outlets, extension cords, or electrical systems.
BSC may pause, delay, limit, or reschedule services where electrical conditions prevent safe operations.
BSC is not responsible for pre-existing electrical faults, power interruptions, hidden wiring defects, overloaded circuits, or tripped breakers unless directly caused by BSC’s gross negligence or willful misconduct.
11.10 Pest, Odor & Sanitation Limitations
11.10.1 Pest Conditions
BSC does not provide extermination, rodent removal, infestation treatment, or pest remediation services unless separately approved in writing.
11.10.2 Odor & Contamination Limitations
Recurring janitorial cleaning does not guarantee complete odor elimination or sanitation restoration where odors or contamination originate from:
• Building systems
• Trash chutes
• Compactor rooms
• Existing infestations
• Plumbing failures
• Water damage
• Structural conditions
• Long-term contamination
11.10.3 No Remediation Guarantee
Recurring janitorial services are maintenance-based services and are not intended to provide remediation-level sanitation, restoration-level cleaning, or environmental decontamination results.
11.10.4 Environmental Conditions, Ventilation & Dry Times
Cleaning results, odor reduction, sanitation effectiveness, and drying times may vary depending on:
• Humidity
• Ventilation
• Temperature
• Building airflow
• Occupancy traffic
• Open doors or windows
• Existing building conditions
• Ongoing contractor activity
BSC is not responsible for extended dry times, temporary odors, recurring dust migration, or reduced cleaning effectiveness caused by environmental conditions outside BSC’s reasonable control.
12.0 Legal Terms
12.1 Acknowledgment & Acceptance
By signing the Proposal/Signature Page, electronically accepting this Agreement, scheduling recurring services, and/or paying invoices or deposits related to recurring services, the Client acknowledges and agrees to be bound by §§1.0–13.0 and all incorporated Exhibits, Addendums, Schedules, and operational policies relating to the Recurring Janitorial & Garbage Collection Services (Common Areas) described in the applicable selected Exhibit (Exhibit A-1, A-2, or A-3).
This Agreement governs the recurring operational relationship between the parties for recurring janitorial and garbage collection services performed at the property.
12.2 Confidentiality & Data Security (Mutual)
12.2.1 Confidential Information
Each party agrees to protect the other party’s non-public information, including but not limited to:
• Access credentials
• Alarm procedures
• Door codes
• Building-access information
• Contact information
• Pricing information
• Service schedules
• Site photographs
• Floor plans
• Operational procedures
• Internal SOPs
• Tenant information
• Operational records
Such information shall be used solely for purposes reasonably related to performance of this Agreement.
12.2.2 Internal Confidentiality Procedures
BSC personnel may be subject to internal confidentiality policies, operational-access restrictions, media-handling procedures, and need-to-know information limitations.
Operational and QA media handling shall additionally follow §§1.5, 9.4, 10.3, and 12.9.
12.2.3 Reasonable Safeguards
BSC maintains commercially reasonable administrative, technical, and physical safeguards appropriate for a janitorial-services business and consistent with applicable New York legal requirements where applicable.
12.2.4 Data Incidents
If BSC becomes aware of a data-security incident materially affecting Client information under BSC’s reasonable control, BSC will provide notice without unreasonable delay consistent with applicable law.
12.2.5 Return or Destruction
Upon written request following termination, each party shall make commercially reasonable efforts to return or securely destroy the other party’s confidential information, except where retention is:
• Legally required
• Operationally necessary
• Maintained in routine backups
• Required for insurance, tax, payroll, legal, or compliance purposes
12.3 Governing Law & Venue
12.3.1 Governing Law
This Agreement shall be governed by and interpreted under the laws of the State of New York without regard to conflict-of-law principles.
12.3.2 Venue & Jurisdiction
The exclusive venue and jurisdiction for disputes arising under this Agreement shall be the state courts located in Kings County, New York, unless otherwise required by applicable law.
12.4 Dispute Resolution (Good-Faith; Mediation First)
12.4.1 Informal Conference
Before commencing formal legal proceedings, the parties shall confer in good faith within ten (10) days after written notice of a dispute in an attempt to resolve the matter informally.
12.4.2 Mediation
If unresolved, the parties may mutually agree to submit the dispute to non-binding mediation in New York City prior to litigation.
12.4.3 Litigation
If mediation is unsuccessful or not mutually agreed upon, either party may pursue legal remedies in the venue identified in §12.3.
Each party shall bear its own legal fees and costs except where otherwise expressly provided under this Agreement or required by applicable law.
12.4.4 Injunctive Relief (Limited Carve-Out)
Nothing in this Agreement prevents either party from seeking temporary injunctive or equitable relief where reasonably necessary to protect:
• Confidential information
• Security interests
• Non-solicitation obligations
• Property access rights
• Immediate safety concerns
12.5 Non-Solicitation & Non-Circumvention
12.5.1 Protection of Workforce & Operations
The Client acknowledges that Bright Space Cleaning NYC Inc. (“BSC”) invests substantial time, expense, operational resources, recruiting costs, training, supervision, scheduling, and administrative support into developing and maintaining its workforce.
During the Agreement term and for twelve (12) months following the last date BSC personnel performed services at the property, the Client, including its affiliates, agents, employees, managers, officers, contractors, related entities, or representatives, shall not directly or indirectly:
• Solicit BSC personnel for outside work
• Recruit BSC employees or subcontractors
• Hire or retain BSC personnel outside BSC channels
• Circumvent BSC to privately engage assigned personnel
• Use current or former BSC personnel to establish competing service arrangements at the property
without prior written consent from BSC.
12.5.2 Indirect Circumvention Prohibited
This restriction applies to direct engagements and indirect engagements through:
• Third parties
• Vendors
• Temporary agencies
• Related entities
• Intermediaries
• Residents
• Tenants
• Building personnel
or any arrangement reasonably intended to bypass BSC’s operational relationship.
12.5.3 Liquidated Damages
Because violations of this section create substantial recruiting costs, training losses, scheduling disruption, operational instability, and replacement expense, the parties agree that liquidated damages of $3,700.00 per individual, per incident constitute a reasonable pre-estimate of damages and not a penalty.
Nothing in this section restricts lawful independent employment mobility absent Client solicitation.
12.6 Client Indemnification
12.6.1 Client Responsibility
To the fullest extent permitted by law, the Client agrees to indemnify, defend, and hold harmless BSC, its owners, officers, managers, employees, subcontractors, supervisors, and agents from claims, damages, losses, liabilities, penalties, fines, costs, and reasonable attorneys’ fees arising from:
• Unsafe site conditions
• Building violations
• Improper garbage handling by occupants
• Hidden hazardous conditions
• Undisclosed site conditions
• Contractor interference
• Client negligence
• Tenant conduct
• Building-system failures
• Elevator failures
• Client instructions
• Failure to disclose hazards
• Violations of this Agreement
except to the extent caused by BSC’s gross negligence or willful misconduct.
12.7 Limitation of Liability
12.7.1 Visit-Based Limitation
To the fullest extent permitted by law, BSC’s total aggregate liability arising from any specific recurring service visit or operational window shall not exceed the amount actually paid by the Client for the affected visit or billing period giving rise to the claim.
12.7.2 Excluded Damages
To the fullest extent permitted by law, BSC shall not be liable for:
• Indirect damages
• Consequential damages
• Incidental damages
• Punitive damages
• Lost profits
• Lost rental income
• Business interruption
• Operational interruption
• Tenant disputes
• Emotional distress claims
• Delays caused by third parties
12.7.3 Gross Negligence Carve-Out
Nothing in this Agreement limits liability for gross negligence, willful misconduct, or non-waivable statutory rights to the extent prohibited by law.
12.8 Force Majeure
12.8.1 Events Beyond Reasonable Control
Neither party shall be liable for delays or failures caused by events beyond reasonable control, including but not limited to:
• Natural disasters
• Flooding
• Utility outages
• Severe weather
• Public emergencies
• Labor shortages
• Strikes
• Supply-chain disruptions
• Government restrictions
• Building-access restrictions
• Civil unrest
• Elevator outages
• Emergency building conditions
12.8.2 Suspension of Affected Obligations
Affected obligations shall be temporarily suspended during the force-majeure event and resume when reasonably practicable.
12.8.3 Services Already Rendered
Payment obligations for services already completed before the force-majeure event remain due.
12.8.4 Operational Adjustments
If force-majeure conditions materially affect recurring operations, the parties will cooperate in good faith to adjust schedules, staffing, service frequency, or operational procedures where reasonably necessary.
12.9 Assignment
12.9.1 Client Assignment Restrictions
The Client may not assign or transfer this Agreement without BSC’s prior written consent.
12.9.2 BSC Assignment Rights
BSC may assign this Agreement to:
• An affiliate
• Successor entity
• Acquiring company
• Merged entity
provided the successor reasonably assumes BSC’s operational obligations.
12.9.3 Subcontractors Permitted
Use of subcontractors or specialty vendors by BSC remains permitted pursuant to §9.3.
12.10 Notices
12.10.1 Formal Notices
Formal notices under this Agreement must be in writing and delivered by:
• Email
• Certified mail
• Recognized delivery service
to the addresses identified in the Proposal or recurring service records unless updated in writing.
12.10.2 Notice Effectiveness
Email notices shall be deemed received upon successful transmission absent bounce-back notification.
Mailed notices shall be deemed received three (3) business days after mailing unless proven otherwise.
12.10.3 Authorized Contacts
The Client remains responsible for maintaining current Authorized Contact information for scheduling, billing, operational coordination, emergencies, and legal notices.
12.11 Website Privacy & Online Systems
12.11.1 Website Privacy
Use of BSC’s website, intake forms, online payment portals, scheduling systems, and digital communications may additionally be governed by BSC’s Website Privacy Policy and related website policies, as updated from time to time consistent with applicable law.
12.11.2 Operational Media Handling
Operational, QA, training, and marketing-related media handling procedures shall additionally follow §§1.5, 9.4, and 10.3.
12.12 Miscellaneous
12.12.1 Entire Agreement
This Agreement, including all exhibits, proposals, schedules, incorporated policies, and approved addendums, constitutes the entire agreement between the parties relating to the recurring services and supersedes all prior or contemporaneous understandings, discussions, negotiations, or representations relating to such services.
12.12.2 Severability
If any provision is determined unenforceable, the remaining provisions shall remain in full force and effect.
12.12.3 No Continuing Waiver
Failure to enforce any provision shall not constitute a continuing waiver of that provision or any other provision.
12.12.4 Headings
Section headings are for convenience only and do not affect interpretation.
12.12.5 Counterparts & Electronic Signatures
This Agreement may be executed in counterparts and by electronic signature, verified electronic acceptance, or e-signature platform approval.
Electronic acceptance shall have the same legal force and effect as an ink signature pursuant to the New York Electronic Signatures and Records Act (“ESRA”) and the Electronic Signatures in Global and National Commerce Act (“ESIGN”).
12.12.6 No Third-Party Beneficiaries
Except as expressly stated otherwise, this Agreement creates rights and obligations only between the parties and not for third parties.
12.12.7 Survival
Provisions that by their nature should survive termination, expiration, cancellation, suspension, payment disputes, collections, confidentiality obligations, media-use permissions, indemnification obligations, limitations of liability, dispute-resolution provisions, unpaid balances, or post-service claims shall survive completion or termination of this Agreement.