Commercial Agreement

Terms of Service

These Terms of Service govern your access to and use of the website located at valiantfacilityli.com and the B2B client portal operated by Valiant Facility Solutions LI LLC (“Company,” “we,” “us,” or “our”).

Last Updated: October 22, 2026•Effective: Immediately•Governed by New York State Law

1.The Service

The Service provides an online platform for commercial cleaning, turnover detailing, and facility services, including quote intake, client account management, shift scheduling, compliance document distribution (COIs, W-9s, safety data sheets), invoicing, and operational communications.

The Service is provided for commercial business purposes only. By accessing or using the Service, you represent that you are at least 18 years of age and have the legal authority to bind the entity or client organization on whose behalf you are using the Service. If you do not agree to these Terms, you must not use or access the Service.

2.Accounts and Registration

Account Creation: Access to the Client Portal requires an authorized account. You must provide accurate, current, and complete information when registering or updating your account. You are responsible for safeguarding your login credentials and for all activities that occur under your account.

Authorized Users: If you provision sub-accounts or access permissions for employees, property supervisors, or organizational representatives, you are responsible for their compliance with these Terms.

Provisioning: Client accounts may be provisioned by our staff following proposal acceptance or execution of a service agreement. Setup instructions and secure tokens are delivered via email. You must complete the initial password setup promptly.

Suspension & Termination: We may suspend or terminate an account immediately if we reasonably believe it has been used in violation of these Terms, poses a security threat to our systems, or is associated with fraudulent or unlawful activity.

3.Service Requests, Proposals, and Scope

Quote Requests: Submitting a quote request through our website does not create a binding service contract. Quotes are non-binding estimates based upon the information provided and may be revised following a mandatory physical on-site walkthrough or scope review.

Proposals: Formal proposals issued through the Service are valid for the timeframe stated in the proposal (typically 14 to 30 days). A proposal becomes a binding commercial agreement when electronically accepted through the Service or executed in writing.

Scope of Work: Each service engagement is strictly governed by the itemized scope of work described in the applicable proposal, master service agreement, or digital statement of work. The scope defines the tasks, service frequency, designated square footage, and any specific exclusions. Modifications to the scope require a written change order or an updated proposal.

Client Responsibilities: You agree to provide accurate, comprehensive information regarding the property, including building access instructions, security protocols, and known environmental or structural hazards. You are responsible for ensuring that the facility is safe and lawful for our personnel to access and perform the agreed work.

4.Scheduling and Access

Scheduling: Service dates and shift windows are coordinated through the Service and confirmed by our operations management team. While we make every reasonable effort to accommodate requested schedules, shift dispatch is subject to crew availability and weather or emergency constraints.

Access: Client must provide lawful, safe, and unobstructed access to the property at the scheduled time (including functioning keys, keycards, alarm codes, or security clearance). If a scheduled crew is denied entry or locked out, the shift may be treated as a missed appointment, and lockout or rescheduling charges may apply.

Rescheduling and Cancellation: Requests to reschedule or cancel a confirmed cleaning shift must be submitted through the Client Portal or in writing with at least twenty-four (24) hours advance notice. Late cancellations or lockouts are subject to applicable dispatch fees as stated in your service agreement.

5.Fees and Payment

Pricing: Fees for services are specified in the applicable accepted proposal or recurring contract. Unless expressly noted otherwise, all quoted fees are exclusive of applicable state and local sales taxes (including applicable New York State and Nassau/Suffolk County sales tax).

Invoicing: We issue itemized digital invoices through the Service upon completion of work or according to the recurring billing schedule established in your agreement.

Payment Terms: Unless otherwise specified in writing on your invoice, payment is due Net 30 from the invoice date. We reserve the right to suspend scheduled cleaning operations for any account that remains past due.

Invoice Disputes: If you dispute any portion of an invoice, you must notify us in writing within thirty (30) days of the invoice date, stating the specific basis for the dispute. Undisputed balances remain payable in full under standard terms.

Electronic Records and Signatures: You consent to receive invoices, receipts, legal notices, and official documents electronically through the Service. In accordance with the New York Electronic Signatures and Records Act (ESRA) and the federal E-SIGN Act, electronic signatures and electronic proposal authorizations possess the same legal force and effect as handwritten signatures.

6.Client Obligations and Acceptable Use

You agree that you will not, and will not permit any third party to:

  • Use the Service for any unlawful purpose or in violation of municipal, New York State, or federal laws.
  • Upload, transmit, or introduce viruses, trojans, worms, logic bombs, or malicious code designed to disrupt our infrastructure.
  • Attempt to gain unauthorized access to the Service, other client accounts, server databases, or our private storage vaults.
  • Interfere with or compromise the integrity or performance of the Service, or impose an unreasonable load on our network.
  • Use the Service to transmit harassing, abusive, defamatory, or infringing content.
  • Impersonate any person or entity or misrepresent your affiliation with any client organization.
  • Scrape, crawl, spider, or use automated scripts or tools to access or extract data from the Service without our prior written authorization.

7.Compliance Documents and Client Requirements

Valiant Documents: We maintain current compliance records, including Certificates of Insurance (COIs), W-9 forms, and OSHA Safety Data Sheets (SDS), and make them accessible for download through the Client Portal. We use reasonable efforts to maintain current documentation, but you are responsible for reviewing and confirming that our coverages satisfy your entity’s specific requirements.

Client-Uploaded Requirements: You may upload sample certificates, specialized contractor insurance requirements, or compliance guidelines through the portal. While we review these documents and make reasonable efforts to align our certificates, we do not warrant that our documentation will satisfy every bespoke requirement of every landlord, general contractor, or building owner. Final acceptance of compliance paperwork is at the sole discretion of the requesting party.

No Legal or Insurance Advice: The Service and our portal documentation do not constitute legal, underwriting, or insurance counseling. You remain solely responsible for determining the appropriate insurance limits and additional insured endorsements required for your facilities.

8.Intellectual Property

Our Property: The Service, including its software architecture, user interfaces, branding, visual design, text, graphics, logos, and underlying code, is the proprietary property of Valiant Facility Solutions LI LLC or its licensors and is protected by copyright, trademark, and trade secret laws. You may not copy, reverse engineer, distribute, or modify any portion of the platform without our express written permission.

Your Data: You retain ownership of all proprietary data, site access descriptions, and compliance files uploaded to the Service. You grant us a limited, worldwide license to use, host, store, and process that data strictly as necessary to execute the services and administer your account.

Feedback: If you submit feedback, suggestions, or quality improvement ideas regarding the Service, you grant us an irrevocable, royalty-free, perpetual license to use and incorporate that feedback without compensation or attribution.

9.Confidentiality

Each party agrees to safeguard the confidential information of the other party with the same degree of care it uses for its own sensitive data, but not less than a reasonable degree of care. Confidential information includes non-public commercial terms, security codes, facility layout data, pricing schedules, and proprietary business methods. This obligation does not apply to information that is publicly known through no breach, independently developed without access to confidential materials, or required to be disclosed pursuant to a valid judicial or administrative subpoena.

10.Disclaimers

THE SERVICE AND PORTAL SOFTWARE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT THE SERVICE WILL OPERATE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS, OR THAT TRANSMISSION DEFECTS WILL BE IMMEDIATELY CORRECTED. WE DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF INFORMATION ACCESSED THROUGH THE PORTAL SOFTWARE, EXCEPT AS EXPRESSLY SET FORTH IN A FORMALLY EXECUTED SERVICE AGREEMENT.

11.Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY NEW YORK LAW, IN NO EVENT SHALL THE COMPANY, ITS MEMBERS, OFFICERS, MANAGERS, OR EMPLOYEES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, DATA, USE, OR GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT PAID BY YOU TO US FOR THE SERVICE GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM; OR (B) ONE THOUSAND DOLLARS ($1,000.00).

Nothing in these Terms limits or excludes liability for gross negligence, intentional misconduct, fraud, or any liability that cannot be legally limited under New York State law.

Property Damage Governance

Liability for physical property damage arising from the performance of on-site cleaning operations is governed strictly by the applicable commercial service agreement and scope of work. We maintain comprehensive Commercial General Liability insurance covering bodily injury and property damage up to the policy limits set forth on our official Certificate of Insurance available in the Client Portal.

12.Indemnification

You agree to defend, indemnify, and hold harmless Valiant Facility Solutions LI LLC, its members, managers, employees, and authorized agents from and against any third-party claims, liabilities, damages, losses, and reasonable expenses (including reasonable attorneys’ fees) arising out of or in connection with: (a) your violation of these Terms; (b) your misuse of the Service or Client Portal; (c) your failure to provide a safe and lawful work environment at your facility; or (d) your violation of any statutory law or the rights of a third party.

13.Termination

By You: You may request termination of your portal account at any time by contacting our operations office. Account termination does not discharge your obligation to remit payment in full for facility services already completed or for cancellation fees stipulated in your master agreement.

By Us: We may suspend or terminate your portal access immediately without prior notice if you breach these Terms, if mandated by regulatory authorities, or if necessary to safeguard the security and integrity of our systems.

Survival: Upon termination, your right to use the platform ceases immediately. Provisions that by their nature should survive termination—including accrued payment obligations, intellectual property rights, confidentiality, warranty disclaimers, limitation of liability, and indemnification—shall survive.

14.Governing Law and Dispute Resolution

These Terms and any dispute or controversy arising out of or related to these Terms or the Service shall be governed by, and construed in accordance with, the laws of the State of New York, without giving effect to its conflict-of-laws principles.

Any judicial action, proceeding, or litigation arising out of or relating to these Terms or the Service shall be instituted exclusively in the state or federal courts located in Suffolk County, New York (or the federal courts of the Eastern District of New York), and each party irrevocably consents to the exclusive personal jurisdiction and venue of such courts.

15.Changes to These Terms

We reserve the right to modify these Terms periodically. We will post the revised Terms on this page and update the “Last Updated” date above. For material adjustments, we will provide notice through the Client Portal or by direct email. Your continued access to or use of the Service following the effective date of revisions constitutes binding acceptance of the modified Terms.

16.Miscellaneous Provisions

Entire Agreement: These Terms, together with any accepted proposal, formal statement of work, or signed service contract, constitute the entire agreement between you and Valiant Facility Solutions LI LLC concerning the Service.

Severability: If any provision of these Terms is adjudicated by a court of competent jurisdiction to be invalid, unlawful, or unenforceable, that provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect.

No Waiver: Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision in that or any subsequent instance.

Assignment: You may not assign, delegate, or transfer your rights or obligations under these Terms without our prior written consent. We may freely assign our rights in connection with a corporate merger, acquisition, reorganization, or sale of assets.

Questions & Legal Notices

Questions regarding these Terms or formal legal correspondence should be directed to our commercial office:

Valiant Facility Solutions LI LLC

Commercial Facility Operations & Legal Administration

Mailing Address

P.O. Box 452
Copiague, NY 11726