# Customer refuses to sign my contract



## PLC1985 (Nov 25, 2007)

I don’t usually post on here but I have a question that’s bothering me. I have a customer that we did a big Landscape install for this past summer. He invested almost 300,000 into a new parking lot and complete site plan. We did the Landscape planting and mulch and such. We then were awarded the maintenance of the install. He asked me about plowing the new lot this year. We said we would, we discussed a price. In the mean time another Landscaper he used in the past gave a price. A little cheaper than us. I agreed to meet halfway and do it for said price. I present him with my contract which was drafted by my attorney some 4-5 years ago. Same contract I use with 14 other parking lots here in town. All signed never any real issues. A few questions or explainations here and there but everyone even the difficult ones have signed it. We’ve never (knock on wood) had any issues over the past 12 years. So I present him with contract with the pricing as discussed. Wants a few days to review (understandable). Today I get an email stating he can not sign my contract because it his attorney says .... basically his concern is my contract doesn’t hold me accountable for damages caused by plows. However it does so long as we do as we Should within industry standards. We will not plow within 2 ft of a parked or stranded car. We will not plow within 2 feet of a structure. Things like that. I will elaborate more if there is questions but I am not posting the contract verbatim. We will repair any damages caused by myself or employees no questions asked so long as we do the damage. He doesnt seem concerned about this liability issues of slip n falls as long as we have documentation but I know there will be instances where we just can’t do anything in the small lot till they have closed and we can get in and do a full plow. We can keep roads open but that’s only like 2 passes there will be windrows and slippery conditions I am sure.

Anyways. I am considering walking away but fear I may lose the Landscape contract. I want the plowing contract but don’t know that I want to revise anything. It’s fine w all my other accounts. This location is a bar. I have concerns about plowing a bar to begin with. People can’t walk out of there without falling on a dry sunny day. I’m afraid if I move forward without a contract or a revised contract I am opening myself up to potential issues. I will likely lose the maintenance that we also installed and I have a sense of pride now here and will be bitter when I drive by and see someone else taking care of it. I’ve texted my attorney already and we are meeting in a couple days to discuss it but just wondering your opinions. What would you do.


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## JMHConstruction (Aug 22, 2011)

So you've already lowed your price, and now they won't sign your contract....:waving:see ya


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## PLC1985 (Nov 25, 2007)

Yea. That’s what I was thinking too. Hate to give up that future revenue that we made there this past season but why would I continue. I tried to work with them a little but not worth getting beat up over it. I just worry that having a real professionally done contract could actually be scaring people off when in reality it’s the right way to do things. I used to be a one page here is the pricing sign here type of guy. Now my contract is 6 pages long but I’m covered. I’m sure this other guy who I know is probably still a one page or handshake type of guy. Suppose I let him have it. Maybe they’ll call me back in a year or two


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## Oxmow (Dec 6, 2006)

Don't walk...RUN. How significant is the landscape contract. Shouldn't be more than 10% of your gross. But the reason I ask, is that I would walk away from the Liability. It could cost you more than the maintenance is worth.


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## leolkfrm (Mar 11, 2010)

sounds more like someone did a real low ball, tell him that you are glad to do work for him and feel free to to call you if needed, but without a signed contract no service, its part of your policy, and no hard feelings if he wants someone else to plow


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## Philbilly2 (Aug 25, 2007)

You as a business owner needs to explain to him that your attorney will not allow you to preform the snow work without this contact in place.

If you loose the work over it, you are better without it.

He as a business owner should understand.


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## chevyhauler (Oct 21, 2014)

A good contract protects the property owner just as much, if not possibly, more since you are accepting some of the liability risk as the snow contractor. 
I have a property owner who insists that I HAVE to sign their contract as well. Their contract is a generic one that they give to all contractors who work on the property (electricians, plumbers etc). There is a caveat which essentially says that if there is loss of business for the businesses on the property due to my service/lack of service....I am on the hook for the $$ amt. for what they lost (would guess about $50K/day). If I was doing carpentry then yea, I should be on the hook. If they loose business because of what I am doing then I am a fool and should be liable. In the snow business we are dealing with act of God stuff (3' blizzard a few years ago) or the Governor closing the roads (totally out of my control). I tried explaining all this to them...they understood but simply said that their insurance company makes them have ALL their contractors sign this. Luckily I have a corporate contract attorney in my pocket who wrote up my contract such that it completely negates theirs. I just get theirs signed first. 
Morale of the story:
If you can's sell them on your contract protecting them more than it protects you....then try to either work on the contract/s or realize that there is either blind following of an attorney who has NO idea what risks are naturally inherent with snow removal or that there is a deeper issue that they will not tell you. I would guess the first. 
There are...by far...too many risks to do this without a contract protecting you. Someone can come after your house unless you have a multi member corporation set up. Even something like an LLC only provides very limited protection to you personally.
Our world is now run by attorneys and accountants. it sux. That's why I quit corporate America 12 years ago. There is no more common sense anywhere and no more love of a business...for the sake of love for a business.


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## PLC1985 (Nov 25, 2007)

I think walking away would be fine in my opinion but at the same hand his concern seems to be over portions of the contract that waive me from liability of damages. I’m going to fix damages. We always have and always will. If myself or one of my guys hits a fence or crushes a curb we repair or replace it no questions asked. He seems hung up on the damages thing likely cuz it’s a new parking lot. I didn’t write the contract. A well known attorney in town did. I paid her well for it. I’m ok with deleting portions of things that say client agrees to hold contractor harmless in the event of property damage done by plows. But I still need to have all other liability that I am assuming in the contract as well as my terms and scope of work. I just can’t see walking away over something like that but not really sure if I want to revise it and Taylor it to him personally when several others sign it and we never have problems. As others have said maybe I should just walk away. Do I really need the headaches for the small amount of revenue it provides in the big picture


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## PLC1985 (Nov 25, 2007)

On the other hand I did just get off the phone w my attorney to discuss the situation. He says that he wouldn’t stress about it and his words were that if I wanted to move forward with it without a formal contract the contract isn’t going to stop me from getting sued. It’s basically just a good shield to have in place but that if something is going to happen your still going to have to go thru all the insurance and all issues to resolve. It would basically come down to good documentation and assuming some risk. But I still question if it’s worth it. Obviously even with a good solid signed contract I can still be sued by anyone else at the same time. This country just seems so messed up and I’m not in the business to be taking food away from my kids or losing my house over it


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## rick W (Dec 17, 2015)

I would say that is good info. If the property owner is a good guy and you have done business with and trust.... I would take the contract and amend as needed and just do the best you can and make some money. In another business i own, we had 3 inches of very expensive "agreements" with everything done absolutely perfectly and clear. Turned into a complete cluster and 7 years later still in litigation. Lawyers will always find a way to spend your money. Its like when the drunks kill themselves in a vehicle by dumping it in a ditch or a tree. They end up suing the booze company and the car company...makes no sense but litigation is so expensive, defendants and their insurance companies all pitch in a bit to make it go away. No contract protects you very well.


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## Arrowbrook99 (Oct 22, 2017)

I would be guided by your attorney. I agree with the other guys who would walk away but your lawyer has a point about the contact. It’s not protecting you from being sued. Another point of view without knowing the person your dealing with, does he have connections in your town? Can you earn future business from him? If so he might be someone to keep a good business relationship with. Protect yourself as best you can but try not to burn any bridges if at all possible.


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## PLC1985 (Nov 25, 2007)

Yea that’s the thinG. Between the install we did for him this past summer. And the maintenance. We made a good few bucks. Then he bought a like 7 acre strip mall a few towns over just a couple months ago. Brought us in to do a few days worth of work there. Wants us to plow but I can’t plow that far away. At least not yet with only 2 trucks and a backhoe we are maxed out and can’t risk it this year but definitely has potential to be a good long term relationship that has recently formed. I’d almost feel better about no contract. I know I’ll be paid anyways for what I do


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## rick W (Dec 17, 2015)

If you had never done business with the guy and hear rumours he was a scum bag thats one thing. If you have a good relationship and he is growing....and likes you. Without taking crazy risk, ride the wave. Getting in good with the right people is critical. Trust still has its place in this business. Make him happy and grow your business. Mitigate risks as best you can but i would sum it up like a pre -nup.... Tell the lady you are marrying that she needs to sign this to protect you when you marriage fails. Kind of taints the relationship right off the bat. We have bid on some large commercial stuff that had their own contract...and its kind of scary if you read page 77 fine print but....if you want the job you sign. Your business your call but sounds like you have a great opportunity if you dont let the lawyers ruin it. Do your best, keep great records and move it forward. Just my free opinion.


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## ktfbgb (Jan 31, 2016)

Personally I am at the point in my business that if I get any sense of problems, like this guy is giving you, I dump them as a customer. I would not deal with the headache. Plus its a bar. If he wont sign your contract, do not revise it just for him. Rescind the quote. Sounds like you are established and can do with out any customers that may cause potential headaches. Especially for a lot that sounds as small as I am picturing it.


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## Mr.Markus (Jan 7, 2010)

Put yourself in his shoes. He just wants an assurance that his investment in the property is protected against yahoos...
If you are adament about making your point and start a pissing match, offer to redo the quote with his attorneys wording and price it higher...


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## PLC1985 (Nov 25, 2007)

Thanks guys. Rick I think you summed it up pretty good. I’m not looking to scare people off w a fancy contract with some pretty wordy stuff. Just doing my best to protect ourselves. But like you say. Ride the wave and do our best and that’s what I intend to do thanks again for the feedback everyone


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## Arrowbrook99 (Oct 22, 2017)

PLC1985 said:


> Yea that's the thinG. Between the install we did for him this past summer. And the maintenance. We made a good few bucks. Then he bought a like 7 acre strip mall a few towns over just a couple months ago. Brought us in to do a few days worth of work there. Wants us to plow but I can't plow that far away. At least not yet with only 2 trucks and a backhoe we are maxed out and can't risk it this year but definitely has potential to be a good long term relationship that has recently formed. I'd almost feel better about no contract. I know I'll be paid anyways for what I do


Go with your gut. Sometimes it payes off. You know the old saying. Foul me once shame on you foul me twice shame on me. Only you can judge this guy. A firm hand shake and square look in the eye says a lot.


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## FredG (Oct 15, 2012)

OP, I hope your contract did not scare away your client similar to what the NSP's do to us. Your attorney was hired to protect you but usually don't have a clue to what you are doing and the relationship you have with this fella. My contract is one page and wrote by me and okay ed by him,

Make sure your protected in lay terms, Not some 70 page legal mumbo jumbo, You already done work at two different locations without bumping heads got payed and had no issues. Don't run and lose a contract. Work it out. I could see if you never did business with the guy,

You got a good relationship with the fella, Try to keep it that way, Being cautious is one thing, Going in a glass room and scared is another. Good Luck


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## MSsnowplowing (Nov 1, 2012)

PLC1985 said:


> On the other hand I did just get off the phone w my attorney to discuss the situation. He says that he wouldn't stress about it and his words were that if I wanted to move forward with it without a formal contract the contract isn't going to stop me from getting sued. It's basically just a good shield to have in place but that if something is going to happen your still going to have to go thru all the insurance and all issues to resolve. It would basically come down to good documentation and assuming some risk. But I still question if it's worth it. Obviously even with a good solid signed contract I can still be sued by anyone else at the same time. This country just seems so messed up and I'm not in the business to be taking food away from my kids or losing my house over it


The real truth of the matter, anyone entering the property that gets hurts on it can sue you.

I got sued for a slip and fall that occurred on a sidewalk that I didn't even do -(just the roads and parking spots, their guys did the sidewalks)
I spelled that in my contract we only did the roads and parking spots no sidewalks and it got me off the hook.

If the client just wants plowing and no sanding then I spell that out in the contract and state I am not responsible for any slip and fall due to client not wanting sanding and add this in:
The Client shall also indemnify, defend and hold harmless the Snow Contractor, employees and subcontractors from and against any and all liabilities, costs, damages, and expenses (including without limitation attorneys' fees and other costs of defense) for injuries or damage to persons or property which occur due to no sanding.

A contract spells out your obligations to the client and the client's obligations to you.

If it is not clear in your contract that you will fix any curbs you break or any other damage you might do in the performance of your service, then make it clear and make the client happy.
You did state you would fix anything you broke so put it in writing.


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## PLC1985 (Nov 25, 2007)

Thanks. FredG your right I feel like the legal mumbo jumbo scares people. I know I’d be nervous reading the thing too. I do like to keep things simple myself personally but also always read and here about how important it is to have a good solid contract to protect yourself. I’ve got 3 kids to feed and a household to protect. I seeked our a reputable but small family owned law firm here in town that I went to school with one of the sons. I’m happy with the contract and have used it for several years. 12-14 contracts are all fine with it big or small businesses but then it seems lately that trying to sign new contracts scares people away. Then I’m afraid to change the contract myself or simplify it and almost feel that I would still do the job but better off to have no contract in place that way there aren’t assumed responsibility on either party if there’s nothing. I would like to be somehwrrr in the middle where I could outline things but also not leave open areas for interpretation either. Tough spot I guess to do it right or do it fly by night but I don’t want to be like that. It’s my business and my name and I intend to do it right. It’s never the pricing or the responsibilities that are the issues it’s the over your head type of wording it seems that scares people. I was a member of SIMA for a while and got some useful education and learning there and may sign up again cuz I did enjoy it. But that’s the type of stuff that makes me want to do all the stuff by the book. But then I know guys who don’t do anything by the industry standards and have less headaches. I dunno. I’m moving forward with that guy cuz we have a good working relationship but still trying to work to simplify my contract to not be so scary. It currently is 6 pages which I don’t feel is too much but also feel like it is a little overwhelming.


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## FredG (Oct 15, 2012)

Yes you got to provide for your 3 kids and protect your real estate and assets. I had a NSP send me a contract. I can't remember how many pages it was, I knew I was not going to pay my attorney to look it over, My attorney is not cheap he would charge 2 hours plus to look the contract over. I decided to pass and the contract went in the trash.

Always be cautious even if you have a good relationship with a client, You could fall out with somebody anytime. You know as well as I know. Repeat clients is the name of the game. Remember the road you took when you started out and had no repeat clients and had to work hard to establish and get your good name out there.

The ones that have you perform services year after year without taking bids or seeking other Contractors is your bread and butter. Good Luck


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## Sprinkler Magician (Dec 27, 2017)

If I were in your shoes I would ask him to red-line those things in my contract that he doesn't agree with. Or ask him to draft his own. This will allow you to see his intent more clearly. Sometimes our contracts can appear unfair to clients.


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## wildbillsnow (Feb 28, 2013)

That’s a good way to find out, what they’re concerns are.


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## leigh (Jan 2, 2009)

Has he asked to be named as an "additionally insured" on your liability ins cert?


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## leigh (Jan 2, 2009)

I actually "avoided" liability on one slip and fall because I didn't have a written contract! I was considered "on call" and there were no promises made in writing. I was just a guy who showed up and pushed the snow. Contracts are worth about the same as toilet paper. They rarely hold up under relentless onslaught. You can't protect yourself from the games lawyers play. Once a claim comes in its out of your hands anyway. The ins company takes over, your only imput is to provide info. They may settle a silly claim to avoid more costs and drop you for it! One good thing is it seems the tide has turned a bit against these frivolous lawsuits.


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## Scott Taylor (Sep 5, 2018)

PLC1985 said:


> I don't usually post on here but I have a question that's bothering me. I have a customer that we did a big Landscape install for this past summer. He invested almost 300,000 into a new parking lot and complete site plan. We did the Landscape planting and mulch and such. We then were awarded the maintenance of the install. He asked me about plowing the new lot this year. We said we would, we discussed a price. In the mean time another Landscaper he used in the past gave a price. A little cheaper than us. I agreed to meet halfway and do it for said price. I present him with my contract which was drafted by my attorney some 4-5 years ago. Same contract I use with 14 other parking lots here in town. All signed never any real issues. A few questions or explainations here and there but everyone even the difficult ones have signed it. We've never (knock on wood) had any issues over the past 12 years. So I present him with contract with the pricing as discussed. Wants a few days to review (understandable). Today I get an email stating he can not sign my contract because it his attorney says .... basically his concern is my contract doesn't hold me accountable for damages caused by plows. However it does so long as we do as we Should within industry standards. We will not plow within 2 ft of a parked or stranded car. We will not plow within 2 feet of a structure. Things like that. I will elaborate more if there is questions but I am not posting the contract verbatim. We will repair any damages caused by myself or employees no questions asked so long as we do the damage. He doesnt seem concerned about this liability issues of slip n falls as long as we have documentation but I know there will be instances where we just can't do anything in the small lot till they have closed and we can get in and do a full plow. We can keep roads open but that's only like 2 passes there will be windrows and slippery conditions I am sure.
> 
> Anyways. I am considering walking away but fear I may lose the Landscape contract. I want the plowing contract but don't know that I want to revise anything. It's fine w all my other accounts. This location is a bar. I have concerns about plowing a bar to begin with. People can't walk out of there without falling on a dry sunny day. I'm afraid if I move forward without a contract or a revised contract I am opening myself up to potential issues. I will likely lose the maintenance that we also installed and I have a sense of pride now here and will be bitter when I drive by and see someone else taking care of it. I've texted my attorney already and we are meeting in a couple days to discuss it but just wondering your opinions. What would you do.


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## Scott Taylor (Sep 5, 2018)

Can you share the contract? I have been looking for one for my commercial accounts.
Thanks!!!


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