Terms of Service

  • This service agreement ("Agreement") between Oso Clean DC LLC (DBA "Tide Cleaners" and "Turns") ("Vendor") and all parties entering into a linen service contract ("Customer").
  • WHEREAS, Customer desires to engage Vendor to provide professional laundry services ("Service") at the Customer's location specifically listed on this Agreement ("Location"); and
  • WHEREAS, Vendor desires to provide said Service;
  • WHEREAS, Customer has separately signed that certain Short-Form Agreement;
  • NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the parties hereto agree as follows:

Article 1: Appointment

Customer grants Vendor the privilege of providing Customer with Service. Vendor will provide Service in accordance with all terms and conditions hereinafter set forth.

Article 2: Terms of Agreement

2.1Initial Term

The "Initial Term" of the Agreement is subject to the term reflected in the Short-Form Agreement, commencing one month following the date of the Short-Form Agreement's execution.

2.2Automatic Renewal

This agreement shall automatically be renewed for a "Successive Term" equal to the Initial Term unless Customer provides written notice via certified mail at least 60 days prior to the conclusion of any Initial Term or Successive Term ("Term").

2.3Early Termination

In the event Customer terminates this agreement before the conclusion of any Term, Customer agrees to (1) compensate Vendor for "Liquidated Damages", (2) to purchase all "Non-Standard Inventory Items" as defined elsewhere in Agreement, and (3) agrees to fully perform all other parts of Agreement that may be triggered by Early Termination. Customer acknowledges the difficulty of computing Liquidated Damages and hereby agrees that the value should be equal to 50% of the revenue that Vendor could expect to receive throughout the remainder of the incomplete Term. Expected Revenue will be computed as the daily average of the highest 3- consecutive-months of invoiced charges in the terminated Term multiplied by the days remaining in the terminated Term. Moreover, if Customer terminates this agreement without cause within the first 12 months following its commencement, Vendor may request reimbursement for all inventory items purchased in order to service Customer. Vendor may at any time terminate this agreement at its discretion by providing written notice at least 90 days prior to the conclusion of the Term.

2.4Termination for Cause

Vendor agrees to provide Service that meets generally accepted standards of quality in the textile rental industry. Customer expressly waives the right to terminate the Agreement for deficiencies in service or quality unless (1) Customer specifically details all complaints in writing via US certified mail addressed to Vendor, (2) Vendor is afforded at least a 30 day "Remedy Period" to correct any deficiencies, (3) Vendor does not adequately correct those specific deficiencies within the Remedy Period, and (4) Customer notifies company within an additional 30 days "Acceptance Period" from the Remedy Period that they have deemed the corrections unacceptable. Customer agrees that acceptance of corrections may not be unreasonably withheld. In the event Customer does not provide written notice within the Acceptance Period, it shall be conclusively presumed that Customer accepts the corrections as satisfactory and all parts of the Agreement shall remain in force.

In the event, Customer notifies Vendor within the Acceptance Period that they are still dissatisfied with Service, Customer will be released from the Agreement after (1) providing full payment of all outstanding Accounts Receivable, (2) fulfilling provisions in this Agreement that require the purchase of "Non-Standard Inventory Items", and (3) fulfilling any other provisions of Agreement triggered by Termination for Cause.

2.5Exclusivity and Confidentiality

Customer agrees to maintain an exclusive business relationship with Vendor for all Services as defined in Section 3.1 and outlined elsewhere in this agreement. Customer also agrees to protect all pricing and trade secrets of Vendor. Customer agrees to not share Vendor pricing or servicing information with any company that is a direct competitor offering similar services as Vendor or with any company that desires to compete with Vendor.

Article 3: Terms of Service


Vendor shall provide first-class professional laundry linen rental services pertaining to all items (and related items) for which pricing is outlined in the Short-Form Agreement.


All pricing and pricing increases are subject to the Short-Form Agreement. Service Fees and Damage & Replacement Fees are also subject to the Short-Form Agreement, and shall be applied as respective percentages above the sub-totaled value determined by the quantity and price of items serviced.

3.3Regular Service Schedule

The nature and frequency of service is subject to the Short-Form Agreement. Customer agrees to pay Vendor an Emergency Delivery Fee of $50 to cover any unscheduled emergency deliveries that are required. If any unscheduled emergency delivery is necessary because of any shortcoming of Vendor, no Emergency Delivery Fee shall be charged.

Article 4: Billing and Payment


All billing and payment terms are subject to the Short-Form Agreement.

Article 5: Customer Obligations

5.1Minimum Volumes

Customer agrees to provide enough linen volume to produce a minimum of $40 per delivery invoice. In the event that Customer does not meet this minimum, Vendor, at its option, may enforce this minimum charge. Customer may inform Vendor 24 hours in advance to cancel their regularly scheduled pickup/delivery in order to avoid the minimum charge.

5.2Pickup Commitment

Customer agrees to have all goods bagged and ready for pickup at the same designated location every day. Customer agrees to relieve Vendor of the obligation to process any work not ready at the time of the normal pickup.

5.3Building Access

Customer agrees to take every step possible to ensure the timely access to the dock of the building so as to not unduly delay the operations of Vendor.

5.4Custody of Vendor Equipment

Customer agrees to be fully responsible for all equipment owned by Vendor while on Customer’s premises. In the event that vendor equipment becomes lost, damaged, or stolen, Customer agrees to replace the equipment at its sole expense. Customer also agrees to assist Vendor with periodic audits of Vendor’s onsite equipment.

Article 6: Miscellaneous


The Vendor shall make no claim or demand against the Customer or any of its employees for any injury, including injury resulting in death, loss or damage to property suffered or sustained by the Vendor or its employees or by any other person or corporation which is based upon, arises out of or is connected with this Agreement or anything done or maintained hereunder or anything not done or maintained as required hereunder and hereby waives as against the Customer and its employees all such claims or demands.

The Vendor shall indemnify and save harmless the Customer;

  1. from and against any and all claims, demands, awards, actions and proceedings by whomsoever made, brought or prosecuted, and
  2. from and against any and all loss, damages or expenses suffered or incurred by the Customer or its employees including injuries, as well as those resulting in death, and damage to its property,

which are based upon, arise out of or are connected with this Agreement or anything done or maintained hereunder or anything not done or maintained as required hereunder, whether caused by the negligence of the Vendor or its officers, employees, agents or otherwise.


Vendor makes no warranties, express or implied, of fitness for a particular purpose. Customer agrees to hold Vendor harmless for any and all claims arising out of the use of any items provided under this Agreement.

Customer uses all items at their own risk.

6.3Independent Contractor

It is understood and agreed that the relationship of Customer and Vendor is strictly that of an Independent Contractor and under no circumstances should Vendor be considered an agent, servant, or employee of Customer


This agreement is confidential. Its substance may be disclosed to third parties only as mutually agreed in writing or as may be required by law.

6.5Governing Laws

This agreement shall be interpreted according to the laws of the State of Texas


All notices to Vendor will be in writing and sent by registered or certified mail, addressed as follows:

  • Oso Clean DC LLC (DBA Tide Cleaners and Turns)
  • 1818 Chestnut St.
  • Dallas, TX 75226

6.7Successors and Assigns

The provision hereof will be binding upon and inure to the benefit of the parties and to their respective successors and assigns. Customer agrees to require successor of any sale, merger, or consolidation of Customer's business to assume in writing the subsequent performance of this Agreement.

6.8Force Majeure

If, because of weather, acts of God, labor disputes, vendor displays, terrorism or other unavoidable cause, either party is unable to perform its obligations hereunder, such non-performance shall not be considered a breach of this Agreement.


If any provisions of this Agreement are held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.

6.10Dispute Resolution

Prior to the commencement of any legal action, each party to this agreement agrees to submit to mediation and/or arbitration.

6.11Short Form Agreement

In the occurrence of any discrepancies, contradictions, or conflicts between this Agreement and the provisions of any Short-Form Agreement, the terms of the Short-Form Agreement will take precedence over the terms set out in this Agreement. The Short-Form Agreement is deemed to reflect the specific and mutual intentions of the parties with respect to the particular services or transactions it governs. All other terms and conditions not affected by the Short-Form Agreement shall remain in full force and effect and shall contribute to the governing framework of the relationship between you and us.

Attachment A: Standard Inventory Items

Inventory Item
  • Pillowcase
  • Sheet Stripe Twin Flat
  • Sheet Stripe Twin Fitted
  • Blanket Spread
  • Towel Bath Spa
  • Washcloth Spa
  • Blanket Thermal
  • Laundry Cart
  • Biohazard Bag
  • Mat Anti Fatigue
  • Sheet Stripe Queen Fitted
  • Sheet Stripe Queen Flat
  • Pillowcase Bone Comforter
  • Gown IV Oversize
  • Gown IV Regular
  • Washcloth
  • Towel Message/Hand
  • Blanket Bath
  • Lidded Hamper Stand
  • Napkins Poly Blend
  • Apron
  • Floor Mat
  • Bar Mop
  • Mop Head
  • Huck Towel

Customer and Vendor agree that all items listed on this Attachment are considered Vendor’s standard inventory offerings. In the event that Agreement cancels due to fulfillment of Term by Customer or because of Early Termination, all inventory items listed shall remain the property of Vendor with no additional charges due to Customer.

Customer and Vendor also agree that all items not listed on this Attachment are considered inventory items specifically dedicated to Customer ("Non-Standard Inventory Items"). In the event that Agreement cancels due to fulfillment of Term by Customer or because of Early Termination, Customer shall purchase any and all remaining inventories of these items from Vendor utilizing the following schedule, with percentages applied to Vendor's itemized cost basis at time of purchase:

Days Since Placed in Service
Less than 30 days
Less than 180
More than 180
% of New Cost