Landscaping Contract Template

"Agreement" means this Landscaping Services Agreement, including any Change Order signed by both Parties.

"Business Day" means any day other than a Saturday, a Sunday or a public holiday in [Jurisdiction].

"Change Order" means a written document signed by both Parties that modifies the Services, the Contract Price or the Performance Schedule in accordance with this Agreement.

"Completion" means the point at which the Company has performed all of the Services, apart from minor punch-list items that do not materially affect the use or appearance of the Site, and the Owner has accepted the Services or is deemed to have accepted them under this Agreement.

"Contract Price" means the fixed price for the Services stated in this Agreement, being [Total Contract Price and Currency], as adjusted only by a Change Order.

"Materials" means all plants, trees, shrubs, sod, seed, soil, mulch, stone, pavers, fertilizer, irrigation components, edging, and other products and supplies furnished by the Company for incorporation into the Site.

"Performance Schedule" means the timetable for the Services, including the start date of [Start Date] and the target Completion date of [Completion Date], as adjusted under this Agreement.

"Services" means the landscaping, garden and grounds work described in this Agreement, including the labor, supervision, equipment, transportation and Materials needed to carry it out.

"Site" means the property located at [Property Address], including the specific areas where the Services are to be performed.

"Warranty Period" means the period during which the Company's warranties apply, as stated in this Agreement.

In this Agreement, headings are for convenience only; the singular includes the plural and vice versa; "including" means "including without limitation"; and a reference to a "written" document includes email, where an email address has been designated by a Party for notices.

If there is a conflict between a Change Order and the body of this Agreement, the Change Order prevails only as to the matters it expressly modifies.

The Owner engages the Company to perform the Services at the Site, and the Company accepts the engagement, on the terms of this Agreement.

The Services consist of the following work: [Detailed Description of Landscaping Services, including areas, design or plan reference, plant species and quantities, hardscape elements, irrigation, lighting and other items].

The following items are excluded from the Services unless added by a Change Order: [Excluded Work].

The Company shall furnish all labor, supervision, tools, equipment, transportation and Materials required to perform the Services, unless this Agreement states that the Owner will provide a particular item. Items to be provided by the Owner are: [Owner-Supplied Items, if any].

The Company shall obtain, at its own cost, any license or registration needed to carry on its business. Permits or approvals specific to the Site shall be obtained by [Owner / Company] at [Owner / Company] cost.

The Company shall not subcontract any material part of the Services without the Owner's prior written consent, which shall not be unreasonably withheld. The Company remains fully responsible for the acts and omissions of its subcontractors.

Each Party designates the following representative for day-to-day communications: for the Owner, [Owner Representative and Contact Details]; for the Company, [Company Representative and Contact Details].

The Company shall begin the Services on [Start Date] and shall achieve Completion by [Completion Date], subject to adjustment under this Agreement.

The Company shall carry out the Services diligently and in the sequence reasonably required, and shall give the Owner prompt notice of any circumstance likely to delay Completion.

The Owner shall give the Company access to the Site on [Working Days and Hours] and at other times that the Parties agree in writing. Access shall be reasonably free of obstruction and sufficient for the Company to carry out the Services.

If the Owner fails to provide agreed access, or if the Site is not in the condition required for work, the Company shall promptly notify the Owner in writing. The Performance Schedule shall be extended by a period equal to the delay actually caused, and the Company may claim reasonable and documented additional costs resulting from that delay.

The Company may suspend work on a given day for weather or ground conditions that would make the work unsafe or likely to damage the Site or Materials. Time lost for that reason extends the Performance Schedule day for day.

The Company shall keep the Site reasonably tidy during the Services, secure its tools and Materials, and observe any reasonable Site rules notified by the Owner in advance, including rules about noise, parking and working hours.

On finishing the Services, the Company shall notify the Owner in writing. The Owner shall inspect the Site within [Inspection Period] Business Days and either accept the Services or give written notice of specific defects. The Company shall correct any such defects within a reasonable time. If the Owner does not respond within that period, the Services are deemed accepted.

The Owner shall pay the Company the Contract Price, which is a fixed price covering all Services, Materials, labor, equipment, overhead and profit, except as changed by a Change Order.

The Owner shall pay a deposit of [Deposit Amount or Percentage] of the Contract Price on signing this Agreement or by [Deposit Due Date]. The Company is not required to begin work or order Materials until the deposit is received.

The balance of the Contract Price shall be paid on Completion, within [Payment Period] days after the Company's invoice issued on or after Completion. No progress payments are due unless the Parties agree otherwise in writing.

Payments shall be made in [Currency] by [Payment Method] to the account the Company designates in writing: [Bank Account Details].

If the Owner fails to pay an undisputed amount when due, the Company may charge interest on it at [Late Interest Rate] per [period], from the due date until payment, and may suspend further work on [Number] days' written notice until payment is made.

If the Owner disputes any part of an invoice in good faith, it shall notify the Company in writing within [Number] days of receipt, stating its reasons, and shall pay the undisputed portion on time. The Parties shall work promptly to resolve the dispute.

Unless the Contract Price states otherwise, it excludes any sales, value-added or similar taxes, which the Owner shall pay in addition where applicable. Each Party is responsible for taxes on its own income.

Either Party may request a change to the Services, the Contract Price or the Performance Schedule by written notice describing the proposed change.

Within [Number] Business Days of receiving an Owner request, the Company shall deliver a written proposal setting out the effect of the change on the Contract Price and the Performance Schedule. The Company is not obliged to perform the change until both Parties sign a Change Order.

No change, addition or extra work shall entitle the Company to additional payment unless covered by a signed Change Order, except where urgent work is needed to prevent imminent damage or danger to persons or property and the Owner cannot be reached; in that case the Company may perform the minimum work required and shall notify the Owner as soon as practicable.

Additional work shall be priced at the rates set out in [Rate Schedule or Pricing Basis] or, if none, at the Company's reasonable cost plus a margin of [Percentage].

If concealed or unforeseen Site conditions are discovered that materially differ from what the Company could reasonably have expected, including buried debris, rock, utilities or poor drainage, the Company shall promptly notify the Owner before disturbing them, and the Parties shall agree on a Change Order.

If the Owner declines a Change Order for conditions that make the original Services impracticable, either Party may terminate under the termination provisions of this Agreement.

The Company shall perform the Services with the care, skill and diligence expected of a competent professional landscaping contractor, using suitably qualified and supervised personnel.

The Company shall comply with all laws, regulations, codes and permit conditions applicable to the Services, including those concerning safety, environmental protection, waste disposal, pesticide and chemical use, water use and protected plants or species.

Chemicals, fertilizers and pesticides shall be used only by suitably trained or licensed personnel, in accordance with manufacturer instructions, and in a manner that minimizes risk to people, animals, neighboring land and water.

The Company shall maintain safe working practices, shall provide its personnel with required protective equipment and training, and shall be responsible for the safety of its own workers on the Site.

The Company shall dispose of all waste, cuttings, packaging and debris generated by the Services lawfully and at its own cost, and shall leave the Site clean and free of such waste at Completion.

The Company shall locate and protect known utilities, irrigation lines and underground services identified by the Owner or marked by utility providers, and shall exercise reasonable care before digging.

The Company shall promptly inform the Owner if it believes any design, plan or instruction given by the Owner is unsuitable or unsafe, and shall not be responsible for results arising from the Owner's insistence on such design or instruction after being warned in writing.

The Owner shall provide accurate and complete information about the Site reasonably needed for the Services, including known underground utilities, irrigation, drainage issues, boundaries, easements and hazards.

The Owner confirms that it has the legal right to authorize the Services at the Site and shall obtain any consent needed from co-owners, landlords, associations or other third parties, other than those the Company is expressly to obtain.

The Owner shall make decisions and give approvals promptly, and in any event within [Number] Business Days of a reasonable request, so as not to delay the Services.

The Owner shall make water and electricity available at the Site at no charge to the Company, to the extent reasonably required for the Services, unless otherwise stated in this Agreement.

The Owner shall keep pets, vehicles, personal belongings and other persons away from work areas, and shall remove or protect items of special value or fragility before work begins.

The Owner shall not interfere with the Company's work or give instructions directly to the Company's personnel that conflict with this Agreement. Instructions shall be given to the Company's representative.

After Completion, the Owner shall follow reasonable care and maintenance instructions supplied by the Company, including watering, pruning and protection from pests and frost, and acknowledges that failure to do so may limit the warranty.

The Company shall supply Materials of good quality, free from material defects and disease, suitable for the Site and of the species, size, grade and specification stated in this Agreement or a Change Order.

If a specified plant or Material is unavailable, the Company may substitute a Material of equal or better quality and similar appearance, after notifying the Owner and obtaining the Owner's approval, which shall not be unreasonably withheld.

The Company shall be responsible for the ordering, delivery, storage and protection of Materials until they are installed, and bears the risk of loss or damage to Materials until Completion.

Title to Materials passes to the Owner upon the earlier of installation at the Site and payment in full for those Materials. Risk of loss for installed Materials passes to the Owner on Completion.

The Company retains title to any Materials not yet paid for until payment in full of the Contract Price. The Company shall not remove installed Materials unless the Owner is in material default of payment and the Company has given [Number] days' written notice and complied with applicable law.

The Company's tools, equipment and unused Materials remain its property and shall be removed from the Site on Completion or earlier termination.

Plants are living products, and natural variation in color, size, shape and growth is not a defect.

The Company shall take reasonable steps to protect the Site, including existing buildings, structures, driveways, walkways, lawns, trees, plants, fixtures, irrigation and utilities, and the property of neighbors, from damage caused by the Services.

The Company shall be responsible for damage to the Site or to third-party property caused by the negligence, misconduct or breach of this Agreement by the Company, its employees, or its subcontractors, and shall, at its own cost, repair or replace the damaged property to its previous condition or, where repair is not reasonably possible, pay the reasonable cost of repair or replacement.

Before starting work, the Parties shall review the Site together or exchange photographs to record its existing condition. In the absence of such a record, the Owner's reasonable and documented evidence of prior condition shall be considered.

The Owner shall notify the Company in writing of any claimed damage within [Number] days after discovering it, so that the Company can inspect it and respond promptly.

The Company is not responsible for damage resulting from conditions that the Owner failed to disclose, from unmarked or inaccurately identified underground utilities or lines, from the Owner's instructions, or from events outside the Company's reasonable control.

On Completion or earlier termination, the Company shall remove its equipment and waste, repair any ruts, holes or surface disturbance caused by its work, and restore the Site to a clean and orderly condition, excluding the permanent changes that form part of the Services.

If the Company does not begin repairs within [Number] days after written notice of damage for which it is responsible, the Owner may engage another contractor to make the repairs and recover the reasonable, documented costs from the Company.

The Company warrants that the Services will be performed in a good and workmanlike manner, in accordance with this Agreement, and free from material defects in workmanship for a period of [Workmanship Warranty Period] after Completion.

The Company warrants that plants installed by it will be healthy at installation and, subject to the conditions below, will survive for [Plant Warranty Period] after Completion.

The Company shall, at its own cost, repair defective workmanship and replace any plant that fails to survive within the applicable warranty period, within a reasonable time and taking account of the proper planting season. A replacement plant is warranted for the remainder of the original period or [Replacement Warranty Period], whichever is longer.

The plant warranty does not apply to failure or damage caused by the Owner's failure to follow reasonable care instructions, including inadequate watering or maintenance; by neglect or misuse; by extreme weather or natural disaster; by fire, flood, drought, pests or disease not originating from the Materials; by vandalism, animals or accidents; or by plants that the Owner supplied or required to be installed against the Company's written advice.

The Owner shall notify the Company in writing of any claimed defect within [Number] days of discovering it, and shall allow the Company reasonable access to inspect and correct it. Repairs by others without the Company's consent may void the warranty for the affected item.

The Company shall pass on to the Owner, to the extent assignable, any manufacturer warranties on equipment or Materials.

Except as stated in this Agreement, the Company makes no other warranty, express or implied, to the extent that the law permits such exclusion. The remedies in this section are the Owner's exclusive remedies for defective plants and workmanship, without limiting the Company's liability under the section on damage to property.

The Company shall maintain at its own cost, throughout the Services and the Warranty Period where practicable, commercial general liability insurance with limits of not less than [Liability Insurance Amount], workers' compensation or equivalent insurance as required by law, and vehicle liability insurance for vehicles used on the Services.

The Company shall provide certificates of insurance to the Owner on request and shall notify the Owner promptly if any required policy is cancelled or lapses.

The Company shall indemnify, defend and hold harmless the Owner from and against third-party claims, losses, damages, liabilities and reasonable costs, including reasonable legal fees, to the extent arising from bodily injury, death or property damage caused by the negligence or willful misconduct of the Company, its employees or subcontractors, or by the Company's breach of this Agreement or of applicable law.

The Owner shall indemnify and hold harmless the Company from and against third-party claims, losses, damages, liabilities and reasonable costs, including reasonable legal fees, to the extent arising from inaccurate Site information supplied by the Owner, the Owner's lack of authority over the Site, or the negligence or willful misconduct of the Owner or the Owner's invitees.

A Party seeking indemnification shall give prompt written notice of the claim, allow the indemnifying Party to control the defense and settlement, and cooperate reasonably, provided that no settlement imposing liability or admission on the indemnified Party may be made without its consent, which shall not be unreasonably withheld.

The Owner shall maintain property insurance on the Site and its existing structures in an amount customary for the property and shall look first to that insurance for losses it covers, to the extent permitted by the policy.

The indemnities in this section survive termination or expiry of this Agreement.

Nothing in this Agreement limits or excludes liability that cannot lawfully be limited or excluded, including liability for death or personal injury caused by negligence, for fraud, or for willful misconduct.

Subject to the preceding clause, neither Party is liable to the other for indirect, incidental, special, consequential or punitive damages, or for loss of profit, loss of use, or loss of enjoyment, arising out of this Agreement, even if advised of the possibility of such damages.

Subject to the first clause of this section, the total aggregate liability of the Company to the Owner under or in connection with this Agreement, whether in contract, tort or otherwise, shall not exceed the greater of the Contract Price and the amount recoverable under the insurance the Company is required to carry under this Agreement.

The Owner's obligation to pay the Contract Price and any amounts due under a Change Order is not limited by this section.

The Company is not liable for loss or damage to the extent caused or contributed to by the Owner's acts or omissions, the Owner's failure to follow care instructions, or conditions at the Site that the Owner failed to disclose.

Each Party shall take reasonable steps to mitigate any loss for which it may claim against the other Party.

The Parties acknowledge that the Contract Price reflects the allocation of risk in this section.

The Company is an independent contractor. Nothing in this Agreement creates an employment, partnership, joint venture, agency or fiduciary relationship between the Parties.

The Company has sole control over the means, methods, sequence and manner of performing the Services, subject to the requirements of this Agreement and the Performance Schedule.

The Company is solely responsible for the wages, benefits, insurance, taxes and other obligations relating to its employees and subcontractors, and the Owner has no obligation to them.

The Company shall pay all contributions and taxes due on its own income and personnel and shall provide evidence on reasonable request.

The Company's personnel are not entitled to any benefit that the Owner provides to its own employees, and the Company shall not represent that it has authority to bind the Owner.

The Company is free to provide services to others, provided that doing so does not interfere with the Company's performance of the Services within the Performance Schedule.

This Agreement begins on the Effective Date and continues until Completion and the end of the Warranty Period, unless terminated earlier in accordance with this section.

Either Party may terminate this Agreement at any time, for any reason or no reason, by giving the other Party [Notice Period] days' written notice.

On termination by either Party, the Company shall stop work in an orderly and safe manner by the date stated in the notice, shall secure the Site and protect any work in progress from avoidable damage or hazard, and shall remove its equipment and waste.

On termination, the Owner shall pay the Company, within [Payment Period] days after the Company's invoice, for all Services performed and Materials purchased or ordered, and non-cancellable, up to the termination date, calculated as a fair proportion of the Contract Price based on work completed, plus reasonable, documented demobilization costs. The deposit already paid shall be credited against this amount, and any excess of the deposit over the amount due shall be refunded by the Company within [Refund Period] days.

Materials paid for by the Owner and delivered to the Site or already installed shall belong to the Owner. Materials ordered but not delivered that cannot be returned shall be delivered to the Owner upon payment for them.

Where the Owner terminates because of the Company's material breach that remains uncured [Cure Period] days after written notice, the Owner shall not owe the Company for defective or non-conforming work, and may recover its reasonable, documented costs of completing the Services through another contractor, in excess of the unpaid Contract Price, subject to the limitation of liability.

Termination does not affect rights and obligations accrued before termination, or provisions that by their nature are intended to survive, including payment, warranty, insurance and indemnification, limitation of liability and dispute resolution.

Neither Party is liable for delay or failure to perform its obligations, other than payment obligations, to the extent caused by an event beyond its reasonable control that it could not reasonably have prevented or avoided, including extreme weather, flood, drought, fire, earthquake, epidemic, war, terrorism, civil unrest, governmental action, labor disputes not involving the affected Party's own workforce, or failure of utilities or supply chains.

The affected Party shall notify the other Party in writing promptly, describing the event, its expected duration and the obligations affected, and shall use reasonable efforts to reduce its effects and resume performance.

The Performance Schedule shall be extended by a period reasonably equal to the delay caused by the force majeure event.

Normal seasonal weather, and ordinary shortages or price increases of Materials that could have been foreseen, are not force majeure events, except to the extent they cause unsafe conditions or damage the Site.

If a force majeure event prevents performance for more than [Force Majeure Period] consecutive days, either Party may terminate this Agreement by written notice, and the termination payment provisions of this Agreement shall apply.

During a force majeure event, the Company shall take reasonable steps to protect the Site and Materials, and the Owner shall bear reasonable, documented costs of such protection that are not otherwise covered by insurance.

This Agreement and any dispute or claim arising out of or in connection with it, including non-contractual disputes, are governed by the laws of [Governing Law Jurisdiction], without regard to its conflict of laws rules.

The Parties shall first try to resolve any dispute through good-faith discussions between their representatives. A Party raising a dispute shall give written notice describing it, and the Parties shall meet within [Number] days of that notice.

If the dispute is not resolved within [Negotiation Period] days after the notice, the Parties shall refer it to mediation before a mediator agreed by the Parties or appointed by [Mediation Body], with costs shared equally.

If mediation does not resolve the dispute within [Mediation Period] days after it begins, the dispute shall be finally resolved by [Courts of Jurisdiction / Arbitration Institution and Rules], with the seat or venue in [Place of Dispute Resolution]. The language of the proceedings shall be English.

The prevailing Party in any proceeding may recover from the other its reasonable costs, including reasonable legal fees, as determined by the tribunal or court.

Nothing in this section prevents a Party from seeking urgent interim or injunctive relief from a competent court to protect its rights, or from pursuing a claim for unpaid amounts where permitted.

Each Party shall continue to perform its undisputed obligations during any dispute, unless this Agreement has been terminated.

This Agreement is the entire agreement between the Parties on its subject matter and supersedes all prior proposals, negotiations, representations and understandings, whether oral or written.

Any amendment to this Agreement must be in writing and signed by both Parties, except that Change Orders shall be effective as provided in this Agreement.

Neither Party may assign or transfer this Agreement or any rights or obligations under it without the other Party's prior written consent, which shall not be unreasonably withheld, except that the Company may not delegate the performance of the Services other than as permitted by this Agreement.

Notices under this Agreement shall be in writing and delivered by hand, by courier, or by email to the address of the receiving Party stated at the signature block or later designated in writing. A notice is deemed received on delivery if by hand or courier, or on the next Business Day after sending if by email without a delivery failure message.

If any provision of this Agreement is found invalid or unenforceable, it shall be limited or removed only to the extent necessary, and the remaining provisions shall continue in full force.

A failure or delay by a Party to exercise a right is not a waiver of that right, and a waiver is effective only if given in writing.

This Agreement may be signed in counterparts and by electronic signature, each of which is an original and all of which together form one instrument. Only the Parties have rights under this Agreement; no third party may enforce it.

Each Party confirms that it has read and understood this Agreement, has had the opportunity to obtain independent legal advice, and has authority to enter into it.