Agreement of Terms of Service:
Date: 03/12/2024 HARDSCAPE AND LANDSCAPE MAINTANENCE TERMS AND CONDITIONS OF SERVICE Responsible Party (parties) or Owner(‘s) Name: Phone: Email: The undersigned Responsible Party (Parties) or Property Owner(s) (hereinafter “Client”) hereby grant Hector’s Landscaping & Tree Services (hereinafter “The Contractor”) permission to provide materials and conduct lawn and/or landscape maintenance services outlined below. These services will be executed in a diligent and skilled manner, adhering to the terms, specifications, and provisions outlined herein. Details regarding Terms, Charges, and Services are further specified below. These Terms and Conditions (“Terms”) govern the sale and provision of landscape management services (as defined below) by Contractor. This Agreement, constitutes the entire understanding between Contractor and Client. This Agreement supersedes any and all prior agreements, including those that were verbally expressed, emailed, texted, or written. Contractor rejects any conflicting terms from the Client, and these Terms set forth on this document take precedence. Contractor reserves the right to change these Terms without prior notice, and the updated terms will be effective as of the last Agreement with signatures of both the Contractor and the Client. Client is advised to review the terms of the Agreement before signing into contract. The Contractor will provide landscape management services, including lawn care, trimming, fertilization, clean-up, and more, as outlined in the Agreement. Services are performed at specified locations ("Service Location(s)"). Watering and trash removal are not covered unless specified in an Order or Contract. The Customer can request Service modifications in writing, requiring an amendment to capture changes, agreed upon before implementation. The Contractor supplies all necessary resources. The Contractor decides when Services are needed. Severe weather may postpone or halt Services for safety reasons, at the Contractor's discretion. The following Terms govern and control this Agreement: 1. ServicesThe Initial Term of the service is for __________(hereinafter “length”) beginning __________, ending __________,after which the Agreement will Automatically Renew for another one year term unless written request of cancellation by the Client within two weeks prior to the end of the then-current term (each, a “Renewal Term” and together with the Initial Term, the “Term”). If the Term is renewed for one or more Renewal Term, the terms and conditions of this Agreement during each Renewal Term shall be the same as the terms and conditions in effect immediately prior to such renewal, subject to any changes to these Terms (including changes in the fees. If Client provides timely notice of nonrenewal, then this Agreement shall terminate on the expiration of the then-current Term, unless sooner terminated by the Parties in writing.2. Fees and Payment Client will pay the Contractor all invoiced fees for the Services provided (the “Fees”), as outlined in the Order or Agreement. Contractor reserves the reight to increase Fees annually, notifying the Client in writing at any time prior to the new season’s first invoice. Fees annually, notifying the Client via the season's first invoice.Invoices will be sent monthly unless otherwise specified for a one-time service at the cost of $3,000 or more. Payment for monthly services is due within 30 days, in U.S. Dollars, with a late fee of 2.5% per month on all unpaid balances. The Contractor may accept partial payments without forfeiting any rights. The Client cannot withhold payments due to disputes and must cover all costs, including collections and attorney fees for any overdue payments.For Agreements that will be executed one time at a fee over $3,000, Contractor will invoice Client at the Agreement fee. Payment of 50% is due upfront and the remainder 50% due in increments or a one time payment prior to the completion of the Service. 3. Term and Termination A. Term: Service Period. Notwithstanding the foregoing, Customer acknowledges and agrees that the service period(s) during which Contractor is obligated to perform the Services (the “Service Period”) begins on the date as agreed above, and ends on the date as agreed above during each year of the Term. B. Termination. If Customer defaults in any payment when due, fails to perform any of its other obligations under this Agreement, becomes the subject of any bankruptcy or insolvency proceeding, or whenever, in Contractor’s discretion, there is doubt as to Customer’s financial stability, Contractor may, in its sole discretion and without prejudice as to its other lawful remedies, cancel or defer performance, demand immediate payment of all of Client’s outstanding invoices or account balances (plus any additional costs, expenses, losses or damages, including without limitation, lost profits, incurred by it as a result of such cancellation, delay, default or bankruptcy), condition future performance against payment of cash in advance and/or terminate any Order or this Agreement. Upon termination of the Agreement by Contractor for any reason, Customer will immediately pay Contractor for all Services completed prior to termination. C. Early Termination and/or Cancellation. Client and/or Contractor may terminate its rights and/or obligations under this Agreement or any Order if expressly agreed to in advance in writing by the Client to the Contractor, or vise versa. If Client cancels or terminates an Order prior to the expiration of the Term, Customer will be responsible for an early termination fee in the amount equal to the greater of (i) $500 or (ii) ten percent (10%) of the remaining value of the Order/Agreement through the end of the current Term (which amount will be determined by Contractor. If Customer fails to pay any amounts as and when due, Contractor may, upon seven (7) days of written notice and without prejudice as to its other legal rights or remedies, stop performing Services under any Order/Agreement until all amounts due to Contractor are paid in full. If Services are stopped due to Client non-payment for a period of more than thirty (30) days, this Agreement and all Orders will automatically terminate (and Customer shall be liable for the resulting Early Termination Fee(s)). D. Client’s who terminate a one time Agreement fee of over $3,000 are responsible for 30% of the remaining balance due at the time of Termination. E. Cancellation. This agreement may be cancelled either before or after commencement of the work by either party by giving thirty (30) days written notice to the other. In the event of such cancellation, Client agrees to pay any outstanding balance owed to Contractor, and to reimburse Contractor for the cost of all materials purchased and/or ordered specifically for the job, at the delivered cost of the job. Client agrees to reimburse Contractor for any restocking or return charges incurred by Contractor in returning unused materials to any of Contractor’s suppliers.F. The Early Termination Fee serves as compensation for administrative work, changes to service scheduled and cancellation of third party contracts that can occur as a result of the Early Termination. The Early Termination Fee is not intended to serve as a penalty. The Parties conend that harm and damages to Contractor’s business operations caused by Early Termination and/or Breach of this Agreement cannot be assessed accurately, therefore the Early Termination Fee is a reasonable anticipation fee for harm and/or damages that may arise from a Breach or Early Termination. Client’s payment of this Early Termination Fee is Client’s SOLE LIABILITY AND ENTIRE OBLIGATION in the event of Early Termination.4. Property Management Guidelines I. Property Lines• Client must identify and inform Contractor of all property lines. • At Contractor’s discretion, Client may need to provide, at Client’s expense, a licensed surveyor’s map showing property lines. • Client to notify Contractor of environmental/geotechnical studies, providing copies as requested. • Contractor will notify utility companies if Services may impact underground utility lines, with Client covering related costs. II. Access and Safety: • Client grants access to Service Location(s) to Contractor, subcontractors, and utility companies. • Service Location(s) must be accessible to Contractor's equipment and materials at all times. • Client ensures a safe work environment, implementing safety measures requested by Contractor. • Contractor may refuse Services in an unsafe or unsuitable environment, with no liability for resulting delays. III. Personal Items and Site Inspection: • Client is responsible for personal items; these should be removed from turf and landscape areas before scheduled service. • Contractor is not liable for personal items; Client should check the lawn for hidden items prior to scheduled service to prevent damage. IV. Pets/Service Animals: • Client is responsible for keeping Pets/Service Animals indoors or away from Contractor and Contractor’s work crew. • In the event of a dog bite, cat scratch, or other pet injury toward a crew member, Client is responsible for medical fees of the injured Party. Client is further responsible for any time off that the injured Party may require after injury, up to one week of pay. 5. Unused Material Contractor retains full title, ownership and possession rights to any unused materials.6. Cleanup After completion, Contractor will leave the property hardscape clean. Owner allows debris disposal in their receptacles; otherwise, a waste disposal fee may apply. 7 Advertising Client permits Contractor to photograph their work on Client’s premises for marketing without client reimbursement.8. Warranties Contractor represents and warrants the Services will be: (i) compliant with this Agreement, (ii) performed by qualified personnel, (iii) delivered promptly and professionally, (iv) in line with all applicable laws and the highest industry standards. Contractor disclaims all other warranties beyond these guarantees including implied warranties of merchantability or fitness for a particular purpose. The Client’s only remedy for breach of this warranty is the re-performance of the Services of this Agreement.9. Limitation of Liability Contractor is not liable for damages, losses, or liabilities not directly caused by its own negligence or willful misconduct. This includes damages from natural causes or force majeure, hidden conditions at the Service Location(s), services rendered outside unmarked boundaries, use of products or services per manufacturer or industry standards, or Client’s failure to meet their obligations. Costs incurred by Contractor due to these issues will be billed at current rates. Client agrees to protect, defend, and hold Contractor harmless from losses arising from Client-imposed service limitations, site conditions (excluding those caused by Contractor), or Client’s negligence, misconduct, or agreement breach. Contractor’s liability for indirect, consequential, special or punitive damages is expressly excluded, regardless of foreseeability or advice of potential damages. Claims for visible damages must be reported within three (3) days, or rights to claim are waived. Contractor’s liability for claims not specifically excluded is limited to the fees paid by the Client for the services in question. If limitations on damages are deemed invalid, Contractor’s total liability is capped at actual damages, excluding punitive or exemplary damages as allowed by law.10. Insurance During the Term, Contractor shall, at its own expense, maintain and carry insurance in full force and effect which includes, without limitation, general liability, umbrella and workers’ compensation with financially sound and reputable insurers. Proof of insurance shall be provided to Client upon request. 11. Force Majeure: Unanticipated Conditions & Concealed Damage/Acts of God.“Force Majeure” refers to the unavoidable events beyond a Party’s control that significantly hinders their ability to fulfill obligations under this Agreement, including natural disasters, war, strikes, economic changes, legal restrictions, or new laws enacted post-Agreement. Neither Party is liable for damages due to Force Majeure, and should promptly communicate any such events and their expected duration, making efforts to mitigate impacts and continue fulfilling obligations where feasible. If Force Majeure delays performance for over 30 days, either Party may terminate the Agreement. Costs arising from unexpected conditions (like unusual ground conditions) encountered will be borne by the Client at the work's conclusion. The Contractor will inform the Client of any such conditions or concealed damages discovered. The Contractor is not liable for damages from elements, third-party actions, acts of God, terrorism, or war, and will not repair such damages unless as extra work agreed upon through a written change order.12. Assignment Client may not assign or transfer any of its rights or obligations under this Agreement without the prior written consent of Contractor. 13. Survival All terms and provisions of this Agreement that should by their nature survive the expiration or termination of this Agreement shall so survive. 14. Governing Law; Venue; Jurisdiction This Agreement and performance under it will be governed by and construed in accordance with the laws of the State of Illinois, Cook County, without regard to choice of law principles. Venue and jurisdiction for any action or claim arising out of or relating to this Agreement shall be in the state and federal courts located in Cook County, Illinois. The Parties consent to the venue and jurisdiction of such courts and waive any objections to such venue and jurisdiction. In the event of a dispute between the Parties, or if Contractor is otherwise forced to engage attorneys regarding any matter arising out of this Agreement, Contractor shall be entitled to recover from the Client all reasonable costs incurred, including staff time, court costs, attorneys’ fees, and other related expenses incurred in Contractor’s engagement with such attorneys.15. Entire Agreement These Terms and the Order form the entire agreement between the Contractor and the Client, superseding any prior agreements, whether written or oral, on the same subject. No waiver of any provision in this Agreement is effective unless in writing and signed by the waiving Party. The failure to exercise any rights or remedies immediately does not waive them, and partial exercises do not limit future actions. If any provision is found invalid, it doesn't affect the remaining terms or their enforceability.16. Execution and Acceptance: This Agreement may be executed in multiple parts counterparts, each considered an original, collectively forming one Agreement. Signatures via facsimile, email of a portable document format (.pdf) copy, or other means of electronic transmission are legally equivalent to original signatures. Parties agree that electronic signatures, whether digital or encrypted, authenticate this Agreement with the same force and effect as manual signatures or wet ink. By accepting this Agreement, parties acknowledge that no oral agreements exist beyond what's written here. The terms, plans, and specifications constitute the entire agreement. Changes require a written change order with both parties' approval and may result in additional charges.18. Acknowledgement of Receipt of Proposal/Contract. Client agrees that he has read the Agreement, completely comprehends its terms and has received a complete and accurate copy of this Agreement before signing and or accepting and estimated proposal of present work, future work and or a payment towards the first Invoice of the presented year.