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Customer re-writes contract

Discussion in 'Business Fundamentals' started by starspangled6.0, Dec 28, 2013.

  1. starspangled6.0

    starspangled6.0 Senior Member
    Messages: 270

    Here's the quick story:

    We've got an alley client, to whom we sent the contract to in early October. The alley has 4 businesses on it, and they all pay for the contract, and the client just sends a letter to all his neighbors, thanking the businesses and getting them free advertising. This is the 3rd year we've done the alley; this year we switched to a much more thorough contract. The businesses paid the money in late November, and we've been plowing since the snow started.

    Fast forward to 2 weeks ago, and after about 5 reminders, the client finally responded about getting the contract signed. Here's the deal- he didn't like ours, so he re-wrote it and sent it back to us. We're talking MAJOR revisions, stuff that would make me run for the hills before I signed it. Anyone ever had a deal like that? We politely told him this wasn't going to work at all, but we'd continue to plow the alley since all the neighbors\businesses love us, and since the money has been paid, until the dispute was settled. I was tempted to play hardball, but we're taking the high road and getting our attorney to review everything, and hopefully this guy will back down once I send him the reply from the lawyer.
     
  2. grandview

    grandview PlowSite Fanatic
    Messages: 14,609

    Sounds like he is just the leader with no real power of attorney over the others. Send out a couple of your to all the other ones and have them sign it.
     
  3. starspangled6.0

    starspangled6.0 Senior Member
    Messages: 270

    We plan on having the businesses sign it next year (we do their lots, and have great relationships with them). On principle, I'm pretty steamed that he's yanking our chain like this. There were also accusations of unethical and un-christian behavior on our part, since we're no longer offering to come back for free and do the entryways once the city plows come by. Stuff like that makes me want to drop the contract completely. HOWEVER, my business advisers calmed me down enough to talk to an attorney. It's a good idea to have the contract reviewed by a pro anyways, but I'm still mad about the reason we have to do it.
     
  4. Stroke_this

    Stroke_this Member
    from Tughill
    Messages: 33

    So you changed your contract after 3 years and expect them to just sign it ,and when they send a revision back to you,you get your panties in a bunch about it. Seems like you to should sit down face to face and work through it. Contracts are always a negotion.
     
  5. starspangled6.0

    starspangled6.0 Senior Member
    Messages: 270

    I get your point, but its not that simple. There's a few other things going on behind the scenes that add to the negativity of the situation. I'm just wondering if anyone else has dealt with something similar. Also, we were at a 100% success rate with this new contract before this happened, meaning it had been problem free until now.
     
    Last edited: Dec 28, 2013
  6. Mick76

    Mick76 2000 Club Member
    from Maine
    Messages: 2,157

    Why did you plow before the contract was signed?
     
  7. starspangled6.0

    starspangled6.0 Senior Member
    Messages: 270

    Couple of reasons:

    The businesses need it plowed to open their lots. Also, who looks like the bad guy to the 50 properties on the alley if it's snowing and no one can get out of the alley? We do.
     
  8. Mick76

    Mick76 2000 Club Member
    from Maine
    Messages: 2,157

    Seems as though youve got a mess on your hands. In the future dont plow unless you have a signed contract in your hands stating your responsibilities and do exactly that. Let us know how everything turns out.
     
  9. Laszlo Almasi

    Laszlo Almasi Senior Member
    Messages: 326

    I agree with Mick. I'm guessing you didn't get your contract out early enough for all to see and sign as well perhaps?
     
  10. starspangled6.0

    starspangled6.0 Senior Member
    Messages: 270

    The client received it a month before the start date listed on the contract.

    The attorney said that both contracts would be fine in a court of law, and he doesn't have a problem with us signing either of them (not the advice I expected!). I'm waiting on some final advice from him, and then I'll decide what to do. Looks like it's going to boil down to how to best manage the client-contractor relationship, since both contracts are OK.
     
  11. 32vld

    32vld Senior Member
    from LI, NY
    Messages: 620

    Your gut says do not sign it then you do not sign it. Lawyers are mistake proof. When there is a trail one always loses.

    Though we do not know what he did not like about your contract or you do not like about his. Leaving out key facts makes it impossible to offer good advice.
     
    Last edited: Jan 7, 2014
  12. starspangled6.0

    starspangled6.0 Senior Member
    Messages: 270

    True. Mostly what the client objected to was the removal of ourselves from damage liability; he also flipped the language that said "Customer shall defend all suits and claims arising from or incidental to the work under the Agreement, without expense or annoyance to the Contractor or its employees", so now we're the ones that are supposed to defend him against all suits and claims without expense and annoyance. As far as I know, this is totally standard practice in the business world (to perform work and have the client sign a damage waiver form). Heck, when I helped out with kids ministries in our church, we would have the parents sign a waiver sheet whenever we would go to a theme park, ski hill, etc. This is also where the client starts informing me that I'm unethical for not taking on this liability.

    The lawyer says I'll be fine by signing the clients contract, but I need to think about this some more.
     
  13. rsweeper

    rsweeper Member
    Messages: 45

    If you have a contract that you wrote and are happy with, then you just tell the customer that your contract is what you require to be signed. And you wont sign there contract. It is standard practice for whoever wrote the contract to want the other to hold them harmless and insure the other. If you have insurance (which im sure you do) it is simple, you name the customer as additional insured with the following added to it (ONLY IN SO FAR AS YOUR WORK IS CONSIRNED) Then when they try to have you cover someother accident, you just tell them, sorry it didnt have anything to do with our services. Believe me,,,,add those words to your additional insureds. They love to try and pass the buck to your insurance to get your insurance to pay all claims.
     
  14. Meezer

    Meezer Senior Member
    from Indiana
    Messages: 291

    When the client re-writes my contract & sends it back to me that is a major red flag for me.

    Then on top of that if they accuse me of being unethical, they are on the road to being a former client.

    From what you posted, I would go with my gut instinct which would be NFW.
     
  15. starspangled6.0

    starspangled6.0 Senior Member
    Messages: 270

    Update:

    Talked again with the attorney today. His ruling on this is that we're on OK legal standing with either contract, but it's up to me if I want to accept the additional liability that this guy's contract puts on us (guess what my gut is telling me on that one???). I'm going to talk one more time with a business adviser to get his opinion on it, but I doubt the path I choose will be popular with the client. Not too worried about that though.
     
  16. starspangled6.0

    starspangled6.0 Senior Member
    Messages: 270

    Update:


    Client was re-sent contract again, with lengthy explanation that legal adviser had given us the go-ahead to continue to use our contract. We also explained that since he has waited until this long to take action regarding the contract, we requested it signed within 7 business days. He waited 4 days to reply, and then sent another email to us. It made absolutely no reference to the email we had sent him, and instead he attached 2 copies of last year's contract, explaining that since I signed it last year, that meant it was good enough for this year, and he asked that I sign it again. I re-explained to him that signing any contract other then what we offered this year wasn't an option, and that if he wasn't going to sign it, we'd offer it to another client who would. Deadline passed, still no response, and now the contract is awaiting another client's signature.

    Strange thing was, on this last storm (1.18.14), someone had plowed 60% of the alley before we arrived. Their quality was quite questionable, and they didn't do a complete job by any standards. Hopefully this doesn't get any messier then it is...
     
  17. DodgeBlizzard

    DodgeBlizzard Senior Member
    Messages: 526

    Messier ? Sounds like you lost it. But now people probably still think you are the one doing it and to blame.
     
  18. Meezer

    Meezer Senior Member
    from Indiana
    Messages: 291

    I would agree that you probably lost the account.
     
  19. starspangled6.0

    starspangled6.0 Senior Member
    Messages: 270

    I would disagree. The residents of the alley haven't paid for 15 years (the 4 businesses on the alley sponsor the whole thing), and we've already gotten paid for the year. Not sure who would come up with the money, especially since most of the residents on the alley are extremely happy with us. That's a small issue, though; the contract is tiny- only $400 for the year, and we only do it since we plow for the businesses on the alley. I'm just sticking it out for principle and to keep ourselves in good standing with the businesses at this point.
     
  20. Meezer

    Meezer Senior Member
    from Indiana
    Messages: 291

    Ok, I'm a little confused here:

    You've already gotten paid for the year, yet the last storm you had someone else had plowed the alley before you arrived???