Patient (“Patient”) hereby agrees and acknowledges that a Services Agreement (the “Agreement”) has been reached between Patient and Perfect B, LLC (hereinafter, “Perfect B”), which is made effective and entered into the earlier of (i) the Date set forth below, or (ii) the initial payment of any fees in connection with Perfect B’s services, treatments, and/or programs herein. Perfect B and Patient may be referred to individually as a “Party” or collectively as the “Parties”.
WHEREAS, Perfect B has the capability and capacity to provide certain cosmetic services, treatments, and programs, and;
WHEREAS, Patient desires to retain Perfect B to provide the said services, and Perfect B is willing to perform such services under the terms and conditions hereinafter set forth;
NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Perfect B and Patient agree as follows:
Patient agrees and acknowledges that Patient knowingly and voluntarily entered into this Agreement for the service, treatment, and/or program set forth in Section 2 of the Billing Form labeled “INVOICE INFORMATION AND PAYMENT DETAILS.”
2.1. Patient agrees and acknowledges that all fees are due and payable in accordance with Section 2 of the Billing Form attached hereto as Schedule 1. Patient acknowledges that Patient may choose to pay in installments as provided in the Installment Contract attached hereto as Schedule 2. The Billing Form and Installment Contract will continue to be governed in accordance with the terms of this Agreement.
2.2. Patient understands that Perfect B will submit an electronic receipt to Patient’s electronic mailing address provided in the Billing Form whenever Patient’s credit/debit card is charged.
2.3. Patient agrees and acknowledges that all fees, charges, payments, treatments, programs, down-payments, or the like are non-refundable under any circumstances, and Patient further agrees not to dispute, charge back, or otherwise encumber any fees in any way, for any reason, that are charged to Patient’s credit/debit card. Patient understands that any chargebacks or disputes will be prosecuted, and Patient hereby agrees that Patient will be liable to Perfect B for liquidated damages in the amount of any and each disputed charge, in addition to all fees, costs, and attorney’s fees that Perfect B reasonably incurs while attempting to challenge or collect the charged back amounts and any amounts that arise from said chargeback(s), per violation (“Liquidated Damages”). The Parties intend that the Liquidated Damages constitute compensation, and not a penalty, and Patient acknowledges and agrees that the terms and conditions of this clause are reasonable and that any performance of the obligations contemplated hereunder shall not work a hardship on Patient. The Parties acknowledge and agree that Perfect B’s harm would be impossible or very difficult to estimate at the time of the chargeback, because each credit/debit card provider has different processes for handling chargebacks. The Parties further acknowledge and agree that the Liquidated Damages are a reasonable estimate of the anticipated or actual harm that might arise from a fraudulent chargeback; therefore, the Parties agree in advance that the Liquidated Damages specified herein shall be reasonable compensation and are not in any way disproportionate to the actual or anticipated damage to Perfect B. This provision is material to this Agreement and its violation shall constitute a breach of this Agreement.
2.4. Patient understands that Patient has the right to request from Perfect B a copy of Patient’s invoice at any time within one year of the date of the issuance of said invoice. Patient understands and agrees that, if an invoice is requested, Perfect B will send and/or submit an invoice by electronic mail in accordance with the electronic mail address as provided in Section 1 of the Billing Form. Patient understands that Patient shall have two (2) business days to validate the information contained on the invoice. In the event Perfect B does not receive any notification or notice regarding the correction of an error or inconsistency in billing and/or on the invoice, the information will be considered correct, and Patient waives any right to challenge any
billing, invoice, and/or payment information thereafter.
2.5. Patient understands that Patient is financially responsible to Perfect B for the outstanding balance due under this Agreement, Schedule 2, and the Billing Form in connection to Patient’s Perfect B account, and/or any invoice, and/or any purchases, programs, and/or treatments. Patient acknowledges that Patient’s financial responsibility to Perfect B will not be waived, terminated, or ceased under any circumstances, unless final and full payment is effectuated.
2.6. Patient understands that if for any reason Patient’s credit/debit card on file is declined, Perfect B will attempt to charge the card over the following days until the due amount is successfully collected.
2.7. Patient understands and acknowledges that in the event Patient’s credit/debit card is closed, declined, expired, or otherwise cancelled during the period of this
Agreement, it is Patient’s responsibility to notify Perfect B and provide an alternative method of payment within forty-eight (48) hours before a scheduled charge date. Failure to do so will result in default and entitle Perfect B to submit a written notice of payment request. Patient agrees to compensate Perfect B for any costs, expenses, fees, including attorneys’ fees, that Perfect B reasonably incurs while attempting to collect the amounts due. Patient further understands that in the event Patient’s credit/debit card provided in the Billing Form is replaced, the terms herein remain unchanged with respect to the new credit/debit card, and Patient expressly authorizes Perfect B to uphold this Agreement without requesting Patient’s renewed signature, and charge the new credit/debit card provided under the same terms herein.
2.8. Patient is hereby aware that if a scheduled payment date falls on a weekend or holiday, the transaction may be executed on the next business day.
2.9. Patient fully understands that all treatments Patient purchases from Perfect B are nontransferable and final upon sale, and that Patient may not assign or delegate Patient’s rights or obligations under this Agreement without the prior written consent of Perfect B.
2.10. Patient understands and agrees that all fees due and payable under this
Agreement shall not be prorated or subject to any type of apportionment for any month in which the services are suspended, cancelled, terminated, halted, and/or abandoned before its completion.
2.11. Patient hereby authorizes Perfect B to charge Patient’s credit/debit card on file, according to the terms of this Agreement, the Billing Form, or the Installment Contract.
2.12 Patient shall be responsible for all sales, use and excise taxes, and any
other similar taxes, duties and charges of any kind imposed by any federal, state, or local government entity on any amounts payable by Patient hereunder.
Termination, Suspension, and/or Abandonment of Services.
3.1. Patient agrees, understands, and acknowledges that if Patient wishes to
cancel, terminate, suspend, and/or abandon Perfect B’s services, treatments, and/or programs for any reason, such a decision relies solely within Patient’s discretion, provided, however, that such cancellation, termination, suspension, and/or abandonment shall not release Patient from Patient’s monetary and non-monetary obligations under this Agreement. In any event of cancellation, termination, suspension, and/or abandonment, Patient agrees that Patient is still
financially responsible for any and all outstanding balance in connection with Patient’s Perfect B account, or due to any invoice or any purchases, programs, and/or treatments. In the event of any treatment and/or program cancellation, termination, suspension and/or abandonment, Patient will owe the total outstanding amount under this Agreement, the Billing Form, or Installment Contract, as well as under any invoice, or for the purchase of any good, service, program and/or treatment. Patient understands that Perfect B’s services, treatments, and/or programs are valued
for the entire cost of each service, treatment, and/or program as whole. Patient agrees to pay Perfect B for the entire cost of each service, treatment, and/or program regardless of whether Patient abandons Perfect B’s services, treatments, and/or programs for any reason. Patient further agrees and acknowledges that, as set forth in Section 2.3 of this Agreement, all fees including, but not limited to, charges, payments, treatments, programs, down-payments, are non-refundable
under any circumstances.
3.2. Patient agrees that Perfect B may apply any monies received from Patient towards any cancellation, suspension, abandonment, and/or termination charges or fees.
4.1 Patient agrees and understands that Perfect B values the time of all its clients, and that Perfect B likewise expects its respective clients to respect the time of its professionals. In the event of an unforeseen emergency that renders it impossible for Patient to attend a certain appointment, Patient agrees to notify Perfect B with more than twenty-four (24) hours in advance of a treatment, service, and/or program to reschedule or cancel Patient’s appointment (“Rescheduling Policy”). Patient agrees to notify Perfect B of any rescheduling or cancellation via electronic mail, or by telephone, and the time of cancellation is considered to be the time that Perfect B receives any such notice.
4.2 Late Change. For purposes of this Agreement, Patient understands that all
notified cancellations and rescheduling requests made with less than twenty-four (24) hours of the appointment are defined as a “late change”. Late changes for any treatments, services, and/or programs are subject to an automatic fifty-dollar ($50) fee.
4.3 No-Show. For purposes of this Agreement, Patient understands that missing an appointment without prior notification to Perfect B is defined as a “no-show”. No-shows are subject to an automatic fifty-dollar ($50) fee.
4.4 Automatic Billing. Patient understands that all fees are automatically billed by Perfect B's booking system. Staff members have no control over late change and no- show fees.
This Agreement, the Billing Form, the Installment Contract as well as all terms, amounts, and conditions set forth herein may only be amended, modified, waived, or supplemented by an agreement in writing signed by Patient and Perfect B.
IN NO EVENT SHALL PERFECT B BE LIABLE TO PATIENT OR ANY THIRD PARTY FOR GENERAL, COMPENSATORY, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES INCLUDING, WITHOUT LIMITATION, LOST PROFIT OR REVENUE, DELAY DAMAGES, INDIRECT, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES FOR LOSS OF BUSINESS, BUSINESS INTERRUPTION, OR THE LIKE ARISING OUT OF OR CONNECTED IN ANY WAY WITH THIS AGREEMENT OR ANY SERVICES RENDERED BY PERFECT B, EVEN IF PERFECT B HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. PATIENT HEREBY AGREES THAT PERFECT B WILL NOT BE LIABLE FOR DEATH OR ANY INJURY, INCLUDING, WITHOUT LIMITATION, PERSONAL, BODILY OR MENTAL INJURY, ECONOMIC LOSS OR DAMAGE RESULTING FROM ANYONE ACTING ON PERFECT B’S BEHALF. THE TOTAL LIABILITY OF PERFECT B TO PATIENT FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) SHALL NOT EXCEED THE TOTAL FEES PAID BY PATIENT HEREUNDER. THIS SECTION SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT.
7. Indemnification. Patient agrees that Patient shall defend, indemnify, and hold Perfect B, its affiliates, respective managers, members, officers, directors, employees, agents, successors, harmless from and against any and all claims, losses, damages, judgments, actions, penalties, fines, costs, fees, liabilities, demands, suits, third-party claims, or expenses of whatever form or nature, including reasonable attorneys’ fees and other costs of legal defense, whether direct or indirect, that Perfect B may sustain or incur and which arises out of or is in connection with: (i) this Agreement, the Billing Form, the Installment Contract or any other form signed by Patient in connection with Perfect B’s services; (ii) the performance of any treatment, service, and/or program in connection with this Agreement, the Billing Form, the Installment Contract, or any other form signed by Patient in connection with Perfect B’s services; (iii) any charges to any credit/debit card made in connection with this Agreement, the Billing Form, the Installment Contract or any other form signed by Patient in connection with Perfect B’s services; (iv) any breach of this Agreement, the Billing Form, the Installment Contract, or any other form signed by Patient in connection with Perfect B’s services.
Binding Agreement. This Agreement, the Billing Form, the Installment Contract or any other form signed by Patient in connection with Perfect B’s services constitute the entire agreement and understanding among the Parties hereto with respect to the subject matter hereof, and supersede all prior and contemporaneous agreements, understandings, and conditions, express or implied, oral or written, of any nature whatsoever with respect to the subject matter hereof. This Agreement, the Billing Form, the Installment Contract or any other form signed by Patient in connection with Perfect B’s services shall be binding upon and inure to the benefit of the Parties hereto and their respective heirs, successors and permitted assigns.
Patient hereby acknowledges that Patient may be required to sign additional forms in connection with any service, treatment, and/or program, and the payment thereof. Patient hereby acknowledges that Patient has received, read, understood, and agreed to such additional forms provided by Perfect B, including but not limited to, the Billing Form, the Installment Contract, Consent Form, and Patient Intake Form. Each such additional form is governed by the terms and conditions set forth in this Agreement.
No waiver by Perfect B of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by Perfect B. Except as otherwise set forth in this Agreement, no failure to exercise, or delay in exercising, any rights, remedy, power or privilege arising from this Agreement shall operate or be construed as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
In the event that any term, clause, or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other term, clause, or provision and such invalid term, clause, or provision shall be deemed to be severed from this Agreement.
12. Survival. Provisions of these terms, which by their nature should apply beyond their terms, will remain in force after any termination or expiration of this Agreement.
Jurisdiction; Prevailing Party. This Agreement and the Parties’ relationship shall be governed by and construed in accordance with the laws of the State of Florida, without giving effect to any conflict of laws principles thereof. Any dispute arising under, in connection with, or in relation whatsoever with this Agreement shall be submitted to the exclusive jurisdiction of the state court located in Miami-Dade County, Florida, only, and the Parties hereby expressly consent to the exclusive jurisdiction of such courts. The prevailing party in any such dispute shall be entitled to an award of all its reasonable attorneys’ fees and legal costs incurred from the inception of claim through and including all trial and appellate levels and collection proceedings against the non-prevailing party. THE PARTIES HEREBY WAIVE THE RIGHT TO TRIAL BY JURY OF ANY MATTERS ARISING OUT OF THIS AGREEMENT OR THE CONDUCT OF THE RELATIONSHIP BETWEEN THEM.
Perfect B shall not be liable or responsible to Patient, or be
deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement, when and to the extent such failure or delay is caused by or results from acts beyond Perfect B’s reasonable control, including, without limitation, the following events(the “Force Majuere Events”): (a) acts of god; (b) flood, fire, earthquake; (c) pandemics, governmental shutdowns; (d) other similar events beyond the reasonable control of Perfect B. Perfect B shall give notice within five (5) days of the Force Majeure Events to Patient, stating the period of time the occurrence is expected to continue. Perfect B shall use diligent effort to end the failure or delay and ensure the effects of such Force Majeure Events are minimized. The Impacted Party shall resume performance of its obligations as soon as reasonably practicable.
This Agreement may be executed in counterparts, each of which is deemed an original, but all of which together are deemed to be one and the same agreement.
In the event Perfect B incurs any fees, attorneys’ fees, costs, and/or disbursements in an effort to collect on unpaid fees, in addition to any interest on the unpaid balance, Patient hereby agrees to reimburse Perfect B for any such expenses.
THE SERVICES ARE PROVIDED ON AN “AS IS” BASIS AND PERFECT B MAKES NO REPRESENTATION, GUARANTEE, OR WARRANTY WITH RESPECT TO ANY SERVICE, TREATMENT, PROGRAM, RESULT, OUTCOME, OR THE LIKE. EXCEPT AS SPECIFICALLY PROVIDED IN THIS AGREEMENT, PERFECT B DOES NOT MAKE AND EXPRESSLY DISCLAIMS ANY REPRESENTATIONS, GUARANTEES, OR WARRANTIES IN CONNECTION WITH THIS AGREEMENT, AND ANY SERVICES, TREATMENTS, AND/OR PROGRAMS, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, TITLE, ANY WARRANTIES ARISING OUT OF A COURSE OF PERFORMANCE, DEALING OR TRADE USAGE, AND THEIR EQUIVALENTS UNDER THE LAWS OF ANY JURISDICTION. NO ORAL OR WRITTEN ADVICE OR INFORMATION GIVEN BY PERFECT B OR ITS AGENTS SHALL CREATE ANY TYPE OF WARRANTY, AND PATIENT MUST NOT RELY ON SUCH ADVICE OR INFORMATION. PERFECT B SHALL NOT BE LIABLE FOR ANY DELAYS OR FAILURES IN PERFORMANCE RESULTING FROM ACTS BEYOND ITS REASONABLE CONTROL INCLUDING, WITHOUT LIMITATION, ACTS OF GOD, ACTS OF WAR OR TERRORISM, SHORTAGE OF SUPPLY, BREAKDOWNS OR MALFUNCTIONS, INTERRUPTIONS OR MALFUNCTION OF COMPUTER FACILITIES, OR LOSS OF DATA DUE TO POWER FAILURES OR MECHANICAL DIFFICULTIES WITH
INFORMATION STORAGE OR RETRIEVAL SYSTEMS, LABOR DIFFICULTIES, CIVIL UNREST. NOTWITHSTANDING THE FOREGOING, IN THE EVENT OF
SUCH AN OCCURRENCE, PERFECT B AGREES TO MAKE A GOOD FAITH EFFORT TO PERFORM ITS OBLIGATIONS HEREUNDER.
Patient represents and warrants that Patient has duly disclosed and will continue to disclose all necessary information to efficiently enable Perfect B’s performance of the services hereunder. Patient fully understands and will strictly adhere to Perfect B’s Rescheduling Policy. Patient certifies that Patient is an authorized user of any and all credit/debit cards provided to Perfect B. Patient represents that Patient will perform all cares and maintenance procedures as advised and recommended by Perfect B. Patient represents that Patient will notify Perfect B of any and all changes in Patient’s medical conditions and treatments received outside of Perfect B, as that can directly affect Perfect B’s services. Patient further acknowledges and agrees that Perfect B will provide and perform the services, treatments, and/or programs hereunder by relying in good faith on the information Patient provided, and, as such Patient attests that Patient has not omitted or altered any information about Patient’s background and/or medical history and that all information provided to Perfect B is accurate, reliable, and true. Patient understands that it is Patient’s exclusive responsibility to notify Perfect B in the event of any changes in the information Patient has previously provided. Patient represents that any procedure that Patient subjects him or herself to at Perfect B is done with Patient’s informed consent and understanding of such procedure(s). Patient recognizes that there are inherent risks in each of these procedures. Patient voluntarily assumes the risk of injury that may arise from any procedure and Patient, and any of Patient’s heirs, executors, representatives or assigns, hereby release Perfect B from any and all claims and liabilities for personal injury, torts, breach of contract, and property damages of any kind sustained while on Perfect B’s premises or outside thereof, during the treatments set forth herein and in connection with the services, treatments, and/or programs encompassed hereunder. Patient certifies that Patient has read and understood this Agreement, Schedule 2, the Billing Form, the Consent Form, the Patient Intake Form, and any and all further forms, and that the above terms are acceptable to Patient. No other agreements, oral or written, exist as between Perfect B and Patient. Patient acknowledges that Perfect B has answered all of Patient’s questions. Patient has been given a copy of this Agreement. Patient further certifies that either a signed copy of this Agreement, or the down payment provided to Perfect B, shall serve as acceptance of the amount, terms, and conditions set forth herein. This agreement shall become effective on the date set forth below.
Patient agrees that Patient will not make defamatory
statements, whether written or oral, that criticize, denigrate, or disparage Perfect B or the services, treatments, and/or programs offered by Perfect B in any comments or statements made at any time after the execution of this Agreement.
Patient shall not assign, transfer, delegate, or subcontract any of its
rights or delegate any of its obligations under this Agreement without the prior written consent of Perfect B. Any purported assignment or delegation in violation of this Section shall be null and void. No assignment or delegation shall relieve the Customer of any of its obligations under this Agreement.
Perfect B acknowledges that it, and its representatives, agents, or
employees, may, while providing the services, treatments, and/or programs, have direct or incidental access to or otherwise discern confidential, sensitive, or proprietary information of Patient, whether such information is disclosed, available, or accessed orally or in written, electronic, or other form or media, and whether or not such information is marked, designated, or otherwise identified as “confidential.” Perfect B shall keep such information confidential and will not improperly use such confidential information.
All non-public, confidential
or proprietary information of Perfect B, including, but not limited to, trade secrets, technology, information pertaining to business operations and strategies, and information pertaining to patients, pricing, and marketing (collectively, “Confidential Information”), disclosed by Perfect B to Patient, whether disclosed orally or disclosed or accessed in written, electronic or other form or media, and whether or not marked, designated or otherwise identified as “confidential,” in connection with the services, treatments, and/or programs and this Agreement is confidential, and shall not be disclosed or copied by Patient without the prior written consent of Perfect B. Confidential Information does not include information that is: (a) in the public domain; (b) known to Patient at the time of disclosure; or (c) rightfully obtained by Patient on a non-confidential basis from a third party. Perfect B shall be entitled to injunctive relief for any violation of this Section.
At Perfect B, we keep all our patients’ payment information on file. Similarly to medical records, all credit/debit card and payment information is kept confidential and secure. It is the responsibility of Patient to contact our office if there are any questions or changes regarding the payment method on file.
