Installer Agreement

1. Definitions

Installer means any certified installer, contractor, glazing company, dealer, reseller, distributor, technician, or business purchasing or installing Company products.

Products include Smart Glass, PDLC Smart Film, Decorative Privacy Film, Solar Control Film, Safety & Security Film, controllers, transformers, wiring components, accessories, and related materials.

Customer means the Installer's customer, not Deluxe Smart Film Corp's customer, unless otherwise agreed in writing.

2. Relationship of the Parties

The Installer is an independent business. Nothing contained in this Agreement creates: Employment, Partnership, Joint Venture, Agency, Franchise, Representative relationship, or Fiduciary relationship. The Installer has no authority to bind Deluxe Smart Film Corp.

3. Appointment & Qualifications

If the Installer has successfully completed the Company's Certification Program and remains in good standing, the Company may recognize the Installer as an authorized or certified installer, subject to ongoing compliance with this Agreement. The Company may revoke or suspend such recognition at any time.

The Installer represents and warrants that it: Possesses the necessary experience and technical skills. Maintains all required licenses. Maintains qualified personnel. Maintains appropriate tools and equipment. Complies with applicable building and electrical codes. Operates in a safe and professional manner.

5. Product Purchases & Ordering

All purchases are governed by the Company's Terms of Sale. The Company reserves the right to: Refuse any order. Limit quantities. Modify product availability. Discontinue products. Allocate inventory during shortages. Orders shall not become binding until accepted by the Company. Custom-manufactured products cannot be canceled after production begins except as required by law.

7. Pricing & Minimum Orders

Pricing is confidential. The Company reserves the right to modify: Wholesale pricing. Dealer pricing. Volume discounts. Promotional pricing. Price changes apply prospectively unless otherwise agreed in writing.

The Company may establish: Minimum order quantities. Minimum invoice amounts. Annual purchasing requirements. Credit limits. Failure to meet purchasing requirements may affect pricing, dealer status, or certification.

9. Payment Terms

Installers agree to comply with all payment terms established by the Company. Late payments may result in: Interest charges. Suspension of shipments. Revocation of credit terms. Collection costs. Attorney's fees where permitted by law.

10. Shipping, Inspection & Storage

Risk of loss transfers in accordance with the Company's Shipping Policy and Terms of Sale. Installers must inspect shipments immediately upon delivery and promptly report shortages or visible damage.

Before installation, Installers shall inspect Products for: Shipping damage. Manufacturing defects. Correct dimensions. Correct product type. Missing accessories. Products shall not be installed if obvious defects are discovered without first notifying the Company.

Installers shall store Products in accordance with Company guidelines. Improper storage, including exposure to moisture, excessive heat, freezing temperatures, direct sunlight, or physical abuse, may void warranty coverage.

13. Installation & Electrical Standards

Installers shall: Follow Company installation manuals. Use approved installation techniques. Follow electrical specifications. Follow safety requirements. Use commercially reasonable workmanship. Comply with applicable building codes. Failure to follow Company installation procedures may void warranty coverage.

Smart Products shall be installed only using approved electrical components and in accordance with applicable electrical codes and Company specifications. Improper electrical installation may void warranty coverage and certification.

15. Installer & Customer Responsibilities

Installers are solely responsible for: Site measurements (unless performed by the Company). Customer contracts. Labor. Permits. Electrical work. Customer communications. Warranty administration for their workmanship. Safe installation practices. Compliance with local laws.

The Installer is responsible for ensuring its customers receive accurate information regarding: Product operation. Maintenance requirements. Warranty limitations. Cleaning procedures. Electrical operation. Safety precautions.

17. Independent Warranty Obligations

The Installer is solely responsible for the quality of its installation workmanship. The Installer shall provide and honor its own workmanship warranty unless otherwise agreed in writing. The Company is not responsible for the Installer's labor costs, customer disputes, scheduling, or workmanship unless the installation was performed directly by Deluxe Smart Film Corp.

18. Manufacturer Warranty Pass-Through

The Company will pass through applicable manufacturer warranties to the extent permitted by the manufacturer. The Company reserves the right to inspect any allegedly defective Product before approving replacement.

19. Installation Documentation

Installers shall maintain records including: Customer invoices. Installation dates. Product serial numbers. Photographs before and after installation. Electrical test results. Warranty records. Such records shall be retained for at least five (5) years and provided to the Company upon reasonable request.

20. Use of Company Intellectual Property

Only Installers with active authorization may use approved Company trademarks, logos, marketing materials, and certification badges. No ownership rights are transferred. All usage shall comply with the Company's Trademark Notice and Brand Guidelines.

21. Marketing & Online Advertising

Installers shall not make false or misleading statements regarding: Product specifications. Warranty coverage. Certifications. Energy savings. Safety performance. Pricing. Company affiliation.

Installers shall not: Purchase domain names confusingly similar to the Company's. Use the Company's trademarks in a misleading manner. Impersonate the Company online. Create unauthorized social media accounts using the Company's branding.

23. Customer Reviews & Quality Assurance

The Installer shall not fabricate reviews, offer deceptive incentives for reviews, or publish false testimonials. Negative reviews relating to the Installer's workmanship remain the Installer's responsibility.

The Company may conduct quality reviews, including: Installation inspections. Customer surveys. Warranty claim analysis. Requests for photographs. Technical audits. Failure to cooperate may result in suspension or termination.

25. Insurance & Compliance with Laws

Installers shall maintain appropriate insurance, including: Commercial General Liability. Workers' Compensation (where required). Commercial Auto (if applicable). Umbrella or Excess Liability (recommended). Proof of insurance shall be provided upon reasonable request.

Installers shall comply with all applicable federal, state, and local laws, including licensing, permitting, occupational safety, labor, tax, and consumer protection requirements.

27. Confidential Information & Non-Disclosure

The Installer shall keep confidential all non-public information received from the Company, including pricing, customer lists, business methods, technical information, supplier relationships, training materials, and proprietary installation techniques. Confidential information may not be copied, disclosed, distributed, reverse engineered, or used for purposes outside the Installer's authorized business relationship with the Company.

29. Product Returns & Misuse

Returns are governed exclusively by the Company's Terms of Sale and Refund & Cancellation Policy. Custom-manufactured Products generally are not eligible for return. Installers shall promptly notify the Company of suspected manufacturing defects before attempting repairs, alterations, or replacements.

The Installer shall not knowingly: Install incompatible Products. Modify electrical components. Alter Product specifications. Remove safety labels. Use counterfeit components. Misrepresent Product capabilities.

32. Suspension & Termination

The Company may suspend the Installer's purchasing privileges, certification, or authorization for: Poor workmanship. Policy violations. Non-payment. Misrepresentation. Misuse of trademarks. Safety violations. Fraud.

This Agreement may be terminated by the Company immediately for material breach, fraud, repeated quality failures, unauthorized disclosure of confidential information, criminal conduct materially affecting the business relationship, or any conduct that materially harms the Company's reputation or customers.

34. Effect of Termination

Upon termination, the Installer shall immediately: Cease representing itself as authorized or certified. Stop using Company trademarks, logos, and certification badges. Return or destroy confidential materials upon request. Remove Company branding from websites, vehicles, marketing materials, and social media. Satisfy all outstanding payment obligations.

38. Limitation of Liability

To the fullest extent permitted by law, Deluxe Smart Film® Corp shall not be liable for indirect, incidental, consequential, special, exemplary, or punitive damages, including lost profits, business interruption, loss of goodwill, loss of customers, project delays, or replacement labor costs. The Company's aggregate liability shall not exceed the amount paid by the Installer for the specific Products giving rise to the claim.

39. Indemnification

The Installer agrees to indemnify, defend, and hold harmless Deluxe Smart Film Corp, its owners, officers, employees, affiliates, successors, contractors, and agents from any claims, demands, damages, liabilities, losses, judgments, fines, penalties, costs, or reasonable attorneys' fees arising from: The Installer's installation work. Personal injury or property damage caused by the Installer. Breach of this Agreement. Violation of applicable laws or regulations. Customer disputes. Negligence, gross negligence, or willful misconduct. Unauthorized modifications to Products. Misrepresentation of Product specifications or Company affiliation.

40. Fraud Prevention & Reservation of Rights

The Company reserves the right to suspend shipments, terminate purchasing privileges, revoke certification, or pursue legal remedies in cases involving fraud, forged documents, payment fraud, counterfeit products, falsified warranty claims, chargeback abuse, or other deceptive conduct.

Deluxe Smart Film Corp reserves all rights not expressly granted under this Agreement, including the right to modify product offerings, pricing, dealer programs, certification standards, technical specifications, and business requirements on a prospective basis.

43. Governing Law & Dispute Resolution

This Agreement shall be governed by the laws of the State of Florida. Any dispute arising from or relating to this Agreement shall be brought exclusively in the state or federal courts located in Miami-Dade County, Florida. Before filing litigation, the Parties agree to make a good-faith effort to resolve disputes through informal negotiations.

49. Changes to this Agreement

Deluxe Smart Film Corp reserves the right to amend this Agreement prospectively. Updated versions become effective upon publication unless otherwise required by applicable law.

50. Contact Information

Deluxe Smart Film Corp
4080 NW 132nd Street, Unit J
Opa-locka, Florida 33054
Phone: (305) 833-7887
Email: dsf@deluxesmartfilm.com