VERTEX PROPERTY SERVICES LLC

Exterior Property Services

(321) 732-1240 | info@vertexpservices.com | www.vertexpservices.com

MASTER SERVICE AGREEMENT

& TERMS AND CONDITIONS

This Master Service Agreement ("Agreement") is entered into between Vertex Property Services LLC ("Contractor") and the Client identified in the approved estimate, proposal, invoice, or work authorization ("Client"). By approving any estimate, proposal, invoice, or scheduling services with Contractor, Client agrees to be bound by the following terms and conditions in their entirety.

 

1. SCOPE OF SERVICES

Contractor agrees to provide exterior property services as described in the approved estimate, proposal, invoice, or work authorization. Only services specifically listed in the approved scope are included. Any additional work requested outside the approved scope shall be quoted separately and may require written approval prior to execution.

Services may include, but are not limited to:

Landscape maintenance — mowing, trimming, edging, and cleanups

Landscape enhancements — planting, mulch and rock installation, seasonal color

Fertilization — application of fertilizer to turf, planting beds, and ornamentals

Irrigation system installation, inspection, troubleshooting, programming, and minor repairs

Exterior cleaning and pressure washing — driveways, sidewalks, patios, pool decks, and exterior surfaces

Landscape lighting — low-voltage fixture installation, adjustments, and repairs

Light handyman services — minor exterior repairs, paint touch-ups, fixture replacements, fence and gate adjustments, and general fixes (interior upon request at Contractor's discretion)

Gutter cleaning — removal of debris from gutters and downspouts (available upon request)

Property appearance and upkeep services

Specialty Services Note:

Certain specialty services offered by Contractor — including but not limited to low-voltage landscape lighting design and installation, and gutter cleaning — are provided selectively based on project scope, site conditions, and Contractor's current scheduling capacity. Availability of these services will be confirmed at the time of estimate. Contractor is committed to delivering all services to the highest standard of quality and professionalism, and reserves the right to schedule specialty services at a time that ensures optimal results for the Client.

Pesticide and Herbicide Note:

Fertilization and application of over-the-counter (general use) herbicides and pesticides are covered under Contractor's current insurance policy and are performed directly by Contractor. Application of over-the-counter

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VERTEX PROPERTY SERVICES LLC

Master Service Agreement & Terms and Conditions

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Master Service Agreement & Terms and Conditions

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herbicides and pesticides is limited to plant beds and ornamental areas only, in accordance with Contractor's FDACS Limited Commercial Landscape Maintenance (LCLM) certification, and does not include turf/lawn areas. Application of any restricted-use herbicide or pesticide (products that cannot be purchased over the counter) is not covered under Contractor's current insurance policy and is not performed directly by Contractor, regardless of licensing. Where such treatment is needed or requested, Contractor will refer Client to a licensed and appropriately insured third-party provider; any such third-party service is a separate arrangement between Client and that provider, not a service performed by or under the responsibility of Contractor. This scope will be revisited and this Agreement updated if Contractor's insurance coverage or licensing changes in the future.

Contractor reserves the right to decline any work outside its operational scope, licensing, or insurance coverage.

 

2. EXCLUDED SERVICES

Contractor does not perform licensed trade work unless specifically stated in writing and permitted by law. The following services are excluded:

Licensed electrical work or high-voltage electrical installations

Licensed plumbing or gas work

HVAC installation or repair

Structural modifications or load-bearing repairs

Roofing

Major remodeling or permitted construction

Engineering or architectural services

Any work requiring permits unless specifically agreed upon in writing

Contractor reserves the right to refer Client to a licensed specialist for any work outside Contractor's operational scope.

 

3. SERVICE AREA

Contractor provides services across the Gulf Coast and Central Florida regions. The following service areas and corresponding terms apply:

Primary Service Area:

Sarasota, Lakewood Ranch, Siesta Key, Casey Key, Venice, and Bradenton — Sarasota and Manatee Counties. This is Contractor's primary operating area where standard rates and scheduling apply without additional travel fees.

Secondary Service Area:

Tampa, South Tampa, Brandon, and surrounding communities of Hillsborough County. Services in this area are available on a regular basis and may be subject to a travel or mobilization fee, which will be disclosed in the estimate prior to work commencement.

Extended Service Area — By Special Agreement:

The following areas are serviced on a project-by-project basis for significant or highly profitable

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VERTEX PROPERTY SERVICES LLC

Master Service Agreement & Terms and Conditions

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Master Service Agreement & Terms and Conditions

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engagements only, subject to Contractor's availability, scheduling, and mutual agreement on travel and mobilization fees:

Greater Orlando Metropolitan Area — Kissimmee, Saint Cloud, Narcoossee, Poinciana, Celebration, and surrounding communities of Osceola and Orange Counties

Lakeland and surrounding communities — Polk County

Naples, Fort Myers, and Southwest Florida — Lee and Collier Counties

Any area outside the primary and secondary service areas listed above

All travel fees, mobilization costs, and scheduling requirements for the Extended Service Area will be clearly disclosed in the estimate or proposal prior to any work commencement. Contractor reserves the right to decline projects in the Extended Service Area at its sole discretion.

Regardless of the location where services are performed, this Agreement shall be governed by the laws of the State of Florida, and any disputes shall be resolved in Sarasota County, Florida, as established in Section 18 of this Agreement. Client acknowledges and agrees to this jurisdiction by accepting services under this Agreement, irrespective of the county or region in which the work is performed.

 

4. ESTIMATES AND PRICING

All estimates are based on visible site conditions at the time of inspection and are valid for thirty (30) days unless otherwise stated. Pricing may be subject to adjustment due to the following conditions discovered during or after work commencement:

Hidden roots, underground utilities, or irrigation lines

Rocks, buried debris, or drainage issues

Additional labor requirements not visible during initial inspection

Unforeseen site conditions or hazards

Material cost fluctuations

Any additional charges arising from the above conditions will be communicated to Client for approval prior to proceeding whenever reasonably possible.

 

5. PAYMENT TERMS

Payment terms shall be as stated on the approved estimate, proposal, or invoice. Unless otherwise agreed in writing, the following standard terms apply:

5.1 Standard Payment: Payment is due upon completion of services for routine or single-visit jobs.

5.2 Deposit Requirement: For projects estimated at $500.00 or more, Contractor reserves the right to require a deposit of fifty percent (50%) of the total estimated cost prior to commencement of work. The remaining balance is due upon completion unless otherwise agreed in writing.

5.3 Recurring Service Contracts: Invoices for recurring maintenance services are issued on or around the 1st of each month for services to be rendered during that same month. Payment is due within thirty (30) days of the invoice date, no later than the last day of the service month.

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VERTEX PROPERTY SERVICES LLC

Master Service Agreement & Terms and Conditions

VERTEX PROPERTY SERVICES LLC

Master Service Agreement & Terms and Conditions

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5.4 Accepted Payment Methods: Cash, personal or business check, ACH bank transfer via Zoho Books, or credit/debit card via Square. Credit and debit card payments are subject to a three percent (3%) processing fee, which shall be the responsibility of the Client.

5.5 Late Payments: Payments not received within five (5) days of the due date are considered past due. Past-due balances will accrue interest at a rate of one and one-half percent (1.5%) per month (18% annually) from the due date until paid in full. Contractor reserves the right to suspend all services after thirty (30) days of non-payment without further notice.

5.6 Collections and Lien Rights: Accounts remaining unpaid after sixty (60) days may be referred to a collections agency or attorney. Client shall be responsible for all costs of collection, including reasonable attorney's fees. In accordance with Florida law, Contractor reserves the right to file a Mechanic's Lien against the property for unpaid services rendered.

5.7 Returned Checks: A fee of $35.00 will be charged for any returned checks. Contractor reserves the right to require cash-only payment from Client following a returned check.

 

6. RECURRING SERVICE CONTRACTS

For clients on a recurring maintenance schedule, services are provided on a month-to-month basis unless a specific contract term is agreed upon in writing. The following cancellation terms apply:

6.1 Standard Cancellation: Either party may cancel recurring services with thirty (30) days written notice.

6.2 Extended Term Contracts: For contracts requiring a minimum commitment period, a cancellation notice of thirty (30) to sixty (60) days may be required as specified in the individual service agreement. Early termination may result in a cancellation fee equal to one (1) month of the contracted service amount.

6.3 Contractor Cancellation: Contractor reserves the right to cancel or suspend recurring services due to non-payment, unsafe site conditions, or Client's failure to comply with this Agreement.

 

7. SCHEDULING, WEATHER DELAYS, AND CANCELLATIONS

Florida weather conditions and other unforeseen circumstances may impact scheduling. Contractor reserves the right to delay, reschedule, or pause work due to rain, lightning, excessive heat, unsafe working conditions, equipment failure, material shortages, or emergency scheduling conflicts. Weather-related delays shall not constitute a breach of contract.

7.1 Client Cancellation Policy: Cancellations must be made at least forty-eight (48) hours prior to the scheduled service date. Cancellations made within forty-eight (48) hours of the scheduled date may be subject to a cancellation fee, particularly where Contractor has already mobilized, invested in materials, or allocated significant scheduling resources for the job.

7.2 No-Show / Inaccessible Property: If Contractor arrives at the scheduled location and is unable to access the property or commence work due to circumstances within Client's control (locked gates, no-show, pets unsecured, etc.), a trip charge or partial service fee may apply.

 

8. SITE ACCESS AND CLIENT RESPONSIBILITIES

Client is responsible for providing reasonable access to the property and all work areas. Prior to service, Client

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shall ensure the following:

Clear access to all gates, entry points, and work areas

Water supply access if required for services

Electrical access if required for services

Pets secured away from all work areas

All known underground utilities, irrigation lines, drainage systems, and concealed items identified and marked

Safe and compliant working conditions in accordance with applicable law

Contractor is not responsible for delays, additional costs, or damages caused by restricted access, unavailable utilities, or Client's failure to disclose known underground systems or site conditions.

 

9. LANDSCAPE AND PLANT MATERIAL DISCLAIMER

Contractor is not responsible for plant failure, decline, or death resulting from:

Pre-existing plant disease, pest infestation, or root damage

Improper drainage, soil conditions, or drought stress

Irrigation deficiencies or system failures

Acts of nature, freeze damage, or animal damage

Improper watering by Client following installation

Unless specifically stated in writing, no warranty is provided on plant material after installation. Any plant material warranty must be explicitly agreed upon in the approved estimate or proposal.

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10. IRRIGATION INSTALLATION AND SERVICE DISCLAIMER

Contractor performs irrigation system installation, inspection, troubleshooting, programming adjustments, and minor repairs. Contractor is not responsible for:

Existing system design flaws or code deficiencies

Electrical issues within irrigation systems

Hidden leaks or underground damage not visible during inspection

Water pressure inconsistencies or municipal supply interruptions

Backflow preventer systems requiring licensed repair

Undocumented or unmarked irrigation lines

Client acknowledges that older irrigation systems may contain hidden failures or deterioration not visible during initial inspection. Major irrigation modifications or regulated work may require a licensed irrigation specialist. New system design and layout are based on information provided by Client and visible site conditions at the time of installation; Contractor is not responsible for coverage gaps resulting from inaccurate property information or undisclosed site conditions. Installation of backflow prevention devices, where required by local code, may require a licensed plumber and is not included in this service unless specifically stated in the approved estimate.

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VERTEX PROPERTY SERVICES LLC

Master Service Agreement & Terms and Conditions

VERTEX PROPERTY SERVICES LLC

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11. EXTERIOR CLEANING, PRESSURE WASHING, AND GUTTER CLEANING DISCLAIMER

Pressure washing and exterior cleaning services may reveal or expose pre-existing surface conditions including but not limited to oxidation, surface deterioration, cracked stucco, chipped or peeling paint, loose caulking, wood damage, fading, or surface inconsistencies. Contractor is not responsible for pre-existing conditions that become visible during or after cleaning.

Some stains, discoloration, rust, oil, hard water deposits, or organic buildup may not be fully removable. Contractor makes no guarantee of complete stain or buildup removal unless specifically stated in writing in the approved estimate.

Gutter cleaning services are limited to the removal of leaves, debris, and blockages from accessible gutters and downspouts. Contractor is not responsible for pre-existing damage to gutters, fascia, or downspouts (including loose brackets, rust, cracks, or improper prior installation) that is discovered or becomes apparent during cleaning. Contractor is not liable for damage resulting from gutter systems that were already compromised prior to service. Client should notify Contractor in advance of any known gutter or roofline damage.

 

12. LIGHT HANDYMAN AND MINOR REPAIRS DISCLAIMER

Light handyman and minor repair services are limited to basic, non-structural, and non-regulated maintenance repairs. Contractor does not perform licensed trade work (electrical, plumbing, structural) unless specifically stated in writing.

Repair recommendations are based on visible conditions only. Hidden damage or additional deficiencies discovered during work may require revised pricing or referral to a licensed specialist. Client acknowledges that minor repairs may reveal underlying issues that are outside Contractor's scope.

Paint touch-up services are exterior-focused. Interior light handyman services may be performed at Contractor's discretion upon Client's request, and are limited to basic, non-regulated work.

 

13. DAMAGE TO CONCEALED OR UNMARKED ITEMS

Contractor shall not be responsible for damage to hidden irrigation lines, invisible or unmarked utilities, concealed wiring, drainage systems, underground pipes, invisible landscape edging, or previously damaged systems. Client is solely responsible for identifying, disclosing, and marking all known underground or concealed systems prior to commencement of any work.

 

14. LIMITATION OF LIABILITY

Contractor's total liability for any claim arising out of or related to services performed under this Agreement shall be strictly limited to the total amount paid by Client for the specific service giving rise to the claim. Under no circumstances shall Contractor be liable for indirect, incidental, consequential, or punitive damages, including but not limited to:

Loss of use or enjoyment of property

Business interruption or lost profits

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Water loss, mold growth, or crop and plant loss

Pre-existing property conditions or hidden defects

Damages resulting from Client's failure to disclose known site conditions

 

15. INSURANCE AND LICENSING

Contractor maintains applicable general liability insurance coverage for all approved operations. A Certificate of Insurance may be provided upon written request. Client acknowledges that Contractor operates within the scope of services permitted by applicable Florida law and current insurance coverage. Work outside the scope of Contractor's insurance coverage will not be performed directly by Contractor. Where a requested service falls outside Contractor's current insurance coverage, Contractor may refer Client to, or coordinate scheduling with, a licensed and insured third-party provider to perform that specific service; any such third-party service is a separate arrangement between Client and that provider, not a service performed by Contractor.

 

16. PHOTOGRAPHY AND DOCUMENTATION

Contractor may photograph and document work areas before, during, and after service for documentation, quality control, insurance, and internal record-keeping purposes. Client grants Contractor permission to use such documentation for marketing and promotional purposes (including social media and website) unless Client provides written notice prohibiting such use prior to commencement of services.

 

17. FORCE MAJEURE

Contractor shall not be in breach of this Agreement and shall not be liable for any delay or failure to perform services resulting from causes beyond Contractor's reasonable control, including but not limited to acts of God, natural disasters, hurricanes, flooding, pandemics, government-mandated shutdowns, supply chain disruptions, fuel shortages, civil unrest, or any other event constituting force majeure. In such events, Contractor will notify Client as soon as reasonably practicable and will resume services when conditions permit.

 

18. DISPUTE RESOLUTION

In the event of any dispute, claim, or controversy arising out of or relating to this Agreement or the services performed hereunder, the parties agree to the following resolution process:

18.1 Good Faith Negotiation: The parties shall first attempt to resolve the dispute through direct good faith negotiation for a period of thirty (30) days from written notice of the dispute.

18.2 Mediation: If negotiation is unsuccessful, the parties shall submit the dispute to non-binding mediation in Sarasota County, Florida, before a mutually agreed-upon mediator. Mediation costs shall be shared equally.

18.3 Binding Arbitration: If mediation fails to resolve the dispute, it shall be submitted to binding arbitration in Sarasota County, Florida, in accordance with the rules of the American Arbitration Association (AAA). The arbitrator's decision shall be final and enforceable as a court judgment. Each party shall bear its own legal fees unless the arbitrator determines otherwise.

18.4 Emergency Relief: Nothing herein prevents either party from seeking emergency injunctive relief from a court of competent jurisdiction in Sarasota County, Florida, to prevent irreparable harm pending arbitration.

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Master Service Agreement & Terms and Conditions

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19. INDEPENDENT CONTRACTOR STATUS

Contractor operates as an independent contractor and not as an employee, agent, partner, or joint venturer of Client. Contractor retains full control over the means and methods of performing services. Nothing in this Agreement shall be construed to create an employment or agency relationship between the parties.

 

20. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of laws principles. Any legal proceedings not subject to arbitration shall be brought exclusively in the courts of Sarasota County, Florida.

 

21. ENTIRE AGREEMENT AND MODIFICATIONS

This Agreement, together with any approved estimate, proposal, invoice, or written work authorization, constitutes the entire agreement between Contractor and Client with respect to the subject matter hereof. It supersedes all prior discussions, representations, and agreements. Any modification to this Agreement must be made in writing and signed by both parties.

 

22. SEVERABILITY

If any provision of this Agreement is found to be invalid, illegal, or unenforceable under applicable law, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it enforceable.

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23. WORKMANSHIP SATISFACTION POLICY

Contractor takes pride in the quality of all services rendered and stands behind its work. If Client has a concern related specifically to the quality of Contractor's workmanship, Client must notify Contractor in writing or by phone within forty-eight (48) hours of service completion. Contractor will return to assess and address the concern at no additional charge, provided the issue is directly attributable to Contractor's work and is not the result of pre-existing conditions, weather, Client-caused interference, or circumstances outside Contractor's control.

This workmanship policy applies to the specific service performed and does not constitute a warranty on materials, plant survival, surface conditions, or results affected by factors beyond Contractor's control as described elsewhere in this Agreement.

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24. RIGHT TO SUBCONTRACT

Contractor reserves the right to subcontract all or any portion of the services described herein to qualified, vetted professionals at Contractor's sole discretion. Contractor shall remain responsible for the quality and completion of all subcontracted work and shall ensure that any subcontractors engaged comply with applicable laws and insurance requirements. Client will be notified if a material portion of the agreed scope is to be subcontracted.

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VERTEX PROPERTY SERVICES LLC

Master Service Agreement & Terms and Conditions

VERTEX PROPERTY SERVICES LLC

Master Service Agreement & Terms and Conditions

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25. CONFIDENTIALITY

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Both parties agree to treat as confidential any non-public information shared in connection with services under this Agreement, including but not limited to Client property details, access codes, pricing, and proprietary business information. Contractor shall not disclose Client's personal or property information to unauthorized third parties. Likewise, Client agrees not to disclose Contractor's pricing, methods, or business information to competitors or third parties without Contractor's prior written consent.

This confidentiality obligation does not apply to information that is publicly available, required to be disclosed by law, or shared with professionals (accountants, attorneys, insurers) in the ordinary course of business.

26. CLIENT REVIEWS AND REFERRALS

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Client acknowledges that Contractor may, upon completion of services, request a voluntary review or rating on Google, or other public review platforms. Participation is entirely voluntary and at Client's discretion. Contractor is not responsible for reviews or ratings published by third parties on any platform and cannot control the content of such reviews.

Client referrals are greatly appreciated. Contractor may offer referral incentives at its discretion, which will be communicated separately and are not a term of this Agreement.

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ACCEPTANCE OF TERMS

Valid methods of authorization and acceptance under this Agreement are limited to the following:

Electronic approval via Zoho Books estimate or invoice system

Written confirmation via email to info@vertexpservices.com

Physical signature on a printed estimate, proposal, invoice, or service agreement

Verbal approvals, text messages (SMS), WhatsApp messages, or any other informal communication do not constitute valid authorization and shall not be binding on either party. Client acknowledges that by using any of the above approved methods, they have read, understood, and agreed to all terms and conditions contained in this Master Service Agreement.

For projects of $500.00 or more, or upon Contractor's request, Client may be asked to sign a copy of this Agreement or a Project Authorization Form prior to commencement of work.