Business Trimming Protocol

BUSINESS TRIMMING PROTOCOL

Client Name:   Client Address:

Contractor Name:   Contractor Address:

WHEREAS

WHEREAS, Client operates business premises or properties identified above where periodic vegetation management and trimming services are required to preserve safety, visibility, and infrastructure integrity; and

WHEREAS, Contractor is duly qualified, experienced, and equipped to provide commercial trimming, pruning, removal of hazardous limbs and related arboricultural services in accordance with industry standards and applicable law; and

WHEREAS, the parties desire to set forth a protocol governing scope, schedule, compensation, safety, confidentiality and dispute resolution for trimming operations at Client locations commencing on or about .

SCOPE OF WORK

Contractor shall perform trimming, pruning, and related services at the locations identified by Client. Services include, without limitation, the tasks specified in the Site Work Orders and as described below. Contractor will perform work in a professional manner consistent with ANSI A300 standards and accepted arboricultural practices.

Standard included operations (check all that apply):

Crown reduction    Thinning    Hazard limb removal    Stump grinding

WORK SCHEDULE AND ACCESS

Anticipated Start Date:   Anticipated Completion Date:

Contractor shall provide a written daily work log and notify Client of any site conditions that materially alter the agreed scope. Client shall grant reasonable access and any required permits prior to commencement. Contractor will post safety signs and barricades as required by local regulation and industry practice.

PAYMENT TERMS

Contract Sum (not including approved change orders):

Late Payment: Amounts unpaid beyond days after invoice due date shall bear interest at or the maximum permitted by law, whichever is less.

TERM AND TERMINATION

Term Commencement: .   Term Expiration (if applicable):

Either party may terminate this Protocol for convenience upon days' prior written notice. Either party may terminate immediately for material breach that remains uncured ten (10) days after written notice, for insolvency, or when necessary to avoid imminent harm to persons or property. Upon termination, Contractor shall be paid for services performed and documented costs incurred through the effective date of termination, subject to setoffs for Client damages.

CONFIDENTIALITY

Each party shall treat as confidential all non-public information disclosed by the other party in connection with this Protocol, including site plans, pricing, proprietary techniques, and business operations ("Confidential Information"). Confidential Information shall not include information that is or becomes generally known to the public through no fault of the recipient, is lawfully received from a third party, or is independently developed by the recipient.

The recipient shall use at least the same degree of care to protect Confidential Information as it uses with its own confidential material, but in no event less than reasonable care. Confidentiality obligations shall survive termination of this Protocol for a period of years, except as otherwise required by law.

INSURANCE, INDEMNITY AND SAFETY

Contractor shall maintain commercial general liability, workers' compensation, automobile liability and umbrella/excess insurance as required by Client and industry practice. Contractor shall furnish certificates of insurance upon request prior to commencement. Contractor shall indemnify and hold Client harmless from claims arising out of Contractor's negligent acts or omissions, except to the extent caused by Client's negligence or willful misconduct.

GOVERNING LAW; DISPUTE RESOLUTION

This Protocol shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of laws principles. The parties shall attempt in good faith to resolve disputes by negotiation; if negotiation fails, disputes shall be resolved by binding arbitration before a single neutral arbitrator selected by the parties, with the arbitrator applying the laws of the governing state.

ENTIRE AGREEMENT; AMENDMENT

This Protocol, together with any Site Work Orders, attachments and written change orders executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior discussions and agreements. No modification shall be effective unless in writing and signed by authorized representatives of both parties.

MISCELLANEOUS PROVISIONS

Assignment: Neither party may assign this Protocol without the prior written consent of the other, except that Contractor may assign to a successor to all or substantially all of its assets by merger or sale. Notices under this Protocol shall be in writing and delivered to the addresses set forth above or as updated in writing by the parties.

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