FLORAL AGREEMENT

Maree Floral Co.

This Agreement is between CLIENT (“Client”) and Maree Floral Co. (“Florist”) (collectively the “Parties”, or in the singular “Party”), for the purpose of Client hiring Florist for floral services. This Agreement shall become effective upon the date of both Parties’ signatures below.

PARTIES

Florist

Maree Floral Co.

Michaela@mareefloral.com

385 -241- 6663

Mareefloral.com

Client

PAYMENT

Total Amount of Floral Services:  

Retainer Amount Due at Signing:  

Final Payment Due By:  

FLORAL PACKAGE

Client’s Floral Package Includes the Following:

Rental Items Included:

EVENT

Event Date:  

Event Location: 

TERMS AND CONDITIONS

1. Fees & Retainer

Client shall reserve the time and date of floral services by signing this Agreement and paying Florist a non-refundable reservation retainer equal to 25% of the entire fee] (“Retainer”). Client understands and agrees that no date or floral pieces are reserved until the Agreement is signed and Retainer is received. The balance due for the floral services must be paid by 30 days prior to the Event. In the event Client fails to remit payment as specified, the Florist shall have the right to immediately terminate this Agreement with no further obligation and retain any monies already paid as liquidated damages.

2. Cancellation by Client

If for any reason Client cancels this Agreement more than 30 days before the Event, Florist will keep the non-refundable Retainer, but Client will not be responsible for any remainder due. Notification of cancellation must be made in writing by Client and sent via email, pursuant to the Notice provision. Confirmation of receipt of notification email by Florist must be obtained. If Client fails to supply Notice of cancellation as specified before the Event or cancels within 30 days of the Event, Client shall be required to pay the full balance due.

3. Rescheduling by Client 

If for any reason Client reschedules the Event more than 30 days before the Event, and Florist is able to rebook the original event date for the event full fee under this Agreement or any amount above that fee, Client will receive credit for all monies already paid. Notification of rescheduling must be made in writing by Client and sent via email, pursuant to the Notice provision. Confirmation of receipt of notification email by Florist must be obtained. Retainer credit may be applied only to florals for an event within one year (12 months) of original date, provided Florist is available. In the event Florist is not able to rebook the original event date under this Agreement, Client forfeits the Retainer. If Client fails to supply written rescheduling notification 30 days before the Event, Client shall be required to pay the full balance due.

In the event Client reschedules the Event, Client forfeits the Retainer and must book Florist’s services under a new contract and will be subject to Florist’s current pricing at that time.

4. No Exclusivity.

The Parties subject to this Agreement understand and acknowledge that this Agreement is not exclusive. Each Party respectively agree that they are free to enter into other similar Agreements with other parties.

5. Florist Style, Discretion & Warranty

Client understands and agrees that they are booking Florist based on its floral style. Every reasonable effort will be made to arrange floral pieces to Client’s liking, but no floral arrangement can be promised due to the unique nature of flowers. Florist will use its professional judgment and sole discretion to select which floral pieces to display. Client shall hold Florist harmless if some floral pieces ordered are not to the standard and quality of Florist and end up not being used at the Event.

Client further understands and agrees that floral pieces and arrangements are live products that may discolor, wilt, decay, or otherwise change after delivery and/or set-up due to temperature, humidity, and other similar causes. Client understands that flowers will freeze in temperatures under 32 degrees Fahrenheit and Florist will not be held accountable if Client puts flowers in conditions that cause flowers to freeze. Florist warrants that its florals are suitable for the Event at the time of delivery and/or set-up but does not guarantee the life of its floral pieces after delivery and/or set-up due to the unique nature of the live product. If the floral product shows clear signs of decay, Client shall Notify Florist regarding the condition with an attached picture of the floral pieces. Florist will then, in its sole discretion, determine whether additional care is necessary including, but not limited to, advising that water be added to vases, or the arrangement be moved to a cooler area. Client shall relieve and hold Florist harmless for any issues related to the decay or changes to the floral live product after delivery and/or set-up in these instances.

6. Changes to Original Floral Quote

Delivery, set-up, “flipping,” relocating, and rental retrieval fees are subject to Section 10 and quoted based on the information provided during the initial consultation. Client may incur additional fees due to changes to your design or logistical plan, restrictions made by venues or other vendors, or multiple delivery locations (i.e. hotels, bridal suites, or bakeries).

Client must give Notice to Florist regarding any alterations or additions pursuant to the Notice provision. Confirmation of receipt of notification email by Florist must be obtained. All alterations or additions are subject to the limitations in Section 7. Client understands and agrees that they cannot downgrade the package more than 10% below the original total price agreed to within this Agreement after booking, but may upgrade at any time with express, written consent of all Parties. 

7. Floral Substitutions and Sizing

To ensure a high level of quality and product, Florist reserves the right to make appropriate floral substitutions when necessary. The integrity of the proposed color scheme will always be maintained, and flowers of equivalent value will be used.  Due to the nature of organic materials, Florist will not be held responsible for variations in color or size of flowers.

8. Modifications and Changes to Floral Selection and Color Scheme

After 30 days prior to Event, no major modifications such as changes in colors or overall theme can be made. Any additional changes after this time period will result in additional fees and will be billed to Client before proceeding.

9.  Vases & Additional Items

All vases, containers, liners, arches, lighting, etc. used for Client’s Event by Florist belong to Florist unless stated otherwise in this Agreement. Client is responsible for returning all Rental Items to Florist within 7 days following the Event. In the event that rental items are missing or damaged, Florist will contact Client with the damage amount due and invoice as necessary.

If Client provides its own vases or containers for Event, Client understands and agrees that it shall give these to Florist no less than 7  days prior to Event. All containers should be delivered to the Florist in the condition Client would like them used (clean, polished, free of tags and debris). Florist reserves the right to not use any vases or containers supplied by Clients that are not in proper condition or are not to the standards of Florist.

10. Delivery, Set-up & Tear-down

Florist will deliver and set-up florals on the day of the Event, hours before the start time of the Event. Client is responsible for obtaining authorization to occupy the location for the Event, including additional time for set-up prior to the Event (and tear-down after the Event, if applicable). If proper authorization is not obtained, Client is responsible for any costs incurred relating to trespassing violations.

Florist will tear-down the florals on the day of Event. In no circumstances shall the Event go more than 1.25 hours past the agreed upon tear-down time. If such circumstances arise, Florist shall terminate its tear-down obligations and Client agrees to be fully responsible for all floral tear-down and cleanup, agrees to relieve and hold Florist harmless as a result of incomplete Event floral services, and shall be solely liable for any additional venue fees due to improper tear-down.

Any additional travel requested by Client, including, but not limited to, walk-throughs or meetings with other vendors prior to the Event, shall incur an additional fee to be determined at the sole discretion of Florist depending on the length of time necessary and distance to the location.

11. Inclement Weather

If, in the opinion of the Florist, inclement weather or other adverse conditions prevent the creation of a successful floral arrangement or piece to the artistic standards of Florist, Florist may elect to use an alternate location or utilize the floral for indoor purposes at the event location. Florist will base its decision off local weather forecasts. With a significant chance of rain/severe weather, Florist will inform Client of the implications of the florals’ suitability in light rain or inclement weather and will move forward with Client’s final decision to keep floral arrangements outside or move them indoors. Client shall relieve and hold Florist harmless from any damage to florals or issues related to floral arrangements in outdoor inclement weather conditions.

12. Venue and Location Limitations

Florist is limited by the rules and guidelines of the location(s) and site management. Client agrees to accept the technical results of the venue/location’s imposition on Florist. Negotiation with the officials for moderation of guidelines is the Client’s responsibility and Florist will offer technical recommendations only

13. Client Responsibility to Secure Insurance

Client understands and agrees that it is their sole responsibility to research and acquire any and all event insurance to protect themselves from unforeseen events, extreme weather, or extenuating circumstances beyond the Parties’ control. Client agrees to relieve and hold Florist harmless for all such occurrences.

14. Communication

Florist’s office hours are 9AM to 9PM Monday to Friday. Florist’s primary source of communication is through its email michaela@mareefloral.com. Florist will respond to Client’s emails within those office hours, and no more than 5 days after Client emails Florist.

15. Safe Working Environment

Client understands and agrees that Florist maintains a safe work environment at all times and complies with all health and safety laws, directives and rules and regulations. Client understands and agrees that during the Event they and their agents shall not request the Florist to do anything illegal or unsafe. Further, Florist will not provide services in any location or area deemed to be unsafe in its sole discretion, including, but not limited to, areas affected by communicable diseases, quarantined areas, unhealthy air quality, or other similar occurrences. Under such occurrences, Florist reserves the right to reschedule, terminate service coverage immediately, and/or leave the Event. Client agrees to relieve and hold Florist harmless as a result of incomplete Event floral services, or for a lapse in the quality of Florist’s work, and Client shall be responsible for payment in full.

16. Harassment

In the event Florist or any of its agents experience or are made aware of any inappropriate, threatening, hostile, or offensive behavior from Client at any time during the contractual period or from any person at the Event (including, but not limited to, unwelcome sexual advances, verbal or physical conduct of a sexual nature, or physical or verbal harassment related to race, sex, creed, color, marital status, sexual orientation, family status, and/or disability), Florist will terminate services immediately and/or leave the Event, and this Agreement shall be deemed terminated. Upon termination due to harassment, Florist shall be entitled to retain all monies paid and Client agrees to relieve and hold Florist harmless as a result of incomplete services.

17. Indemnification

Client shall indemnify, release, discharge and hold harmless Florist, its heirs, legal representatives, assigns, employees, contractors, or any persons or corporations acting under permission or authority of the Florist from and against any and all losses, damages, liabilities, and expenses and costs, including reasonable legal expenses and attorneys’ fees, to which Florist may become subject as a result of any claim, demand, action or other legal proceeding by any third-party to the extent such losses arise directly or indirectly out of activities performed by Florist pursuant to this Agreement, except to the extent such losses result from the gross negligence, willful misconduct, or intentional acts of Florist.

18. Maximum Damages

The sole remedy for any actions or claims shall be limited to a refund, the maximum amount not to exceed the total monies paid by Client under this Agreement. Liability for a partial loss of services shall be prorated based on the percentage of total fee under this Agreement.

19. Limitation of Liability

In no event shall Florist be liable under this Agreement to Client or any other third-party for consequential, indirect, incidental, special, exemplary, punitive, or enhanced damages, arising out of, relating to, or in connection with any breach of this Agreement, regardless of (a) whether such damages were foreseeable, (b) whether or not Client was advised of such damages, and (c) the legal or equitable theory (contract, tort, or otherwise) upon which the claim is based.

20. Force Majeure 

No Party shall be liable or responsible to the other Party, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any obligations to make payments to the other Party hereunder), when and to the extent such failure or delay is caused by or results from acts beyond the impacted party’s (“Impacted Party”) control that are unforeseen and unpredictable at the time of contracting, including, but not limited to, the following force majeure events (“Force Majeure Events”): (a) acts of God; (b) a natural disaster (fires, explosions, earthquakes, hurricane, flooding, storms, explosions, infestations), epidemic, or pandemic; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order or law; (e) actions, embargoes or blockades in effect on or after the date of this Agreement; (f) action by any governmental authority; (g) national or regional emergency; (h) strikes, labor stoppages or slowdowns or other industrial disturbances; and (i) shortage of adequate power or transportation facilities. The Impacted Party shall give Notice within 3 days of the Force Majeure Event to the other Party, stating the period of time the occurrence is expected to continue. The Impacted Party shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized. The Impacted Party shall resume the performance of its obligations as soon as reasonably practicable after the removal of the cause. In the event that the Impacted Party's failure or delay remains uncured for a period of 7 days following Notice given by it, the other Party may thereafter terminate this Agreement upon written Notice. The Retainer and all other payments made by Client up to the date of Notice of a Force Majeure Event are non-refundable. In the event this Agreement is terminated due to the impossibility of the Impacted Party to cure its performance obligations, such payments shall be credited to Client’s account and must be used within months from the date of Notice of the Force Majeure Event.

22. Cancellation of Services by Florist

In the event Florist determines, in its sole discretion, that it cannot or will not perform its obligations under this Agreement due to circumstances including, but not limited to, injury, illness, death of family member, pregnancy, military orders, religious obligations, or other personal emergencies, it will:

1. Immediately give Notice to Client;
2. Attempt to find another competent professional to take its place with the mutual agreement of Client;
3. If another competent professional is not available or Client does not agree to transfer of obligations to said alternate professional, Florist will issue a refund or credit based on a reasonably accurate percentage of services rendered; and
4. Excuse Client of any further performance and/or payment obligations in this Agreement.
5.  

23. Sales Tax

Should any sale and/or use tax be imposed on any part of this Agreement, such tax shall be collected from Client and remitted by Florist. All sales tax will be included on invoices.

24. Entire Agreement

This is a binding Agreement that incorporates the entire understanding of the Parties, supersedes any other written or oral agreements between the Parties, and any modifications must be in writing, signed by both Parties, and physically attached to the original Agreement.

25. Venue & Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of the State of Utah  including all matters of construction, validity, performance, and enforcement and without giving effect to the principles of conflict of laws. The Parties agree that any dispute or lawsuit arising out of, or concerning, this Agreement that is not first resolved by arbitration shall be resolved exclusively in a federal or state court of competent jurisdiction located in Salt Lake County, Utah. The Parties assume responsibility for their own collection costs and legal fees incurred should enforcement of this Agreement should it become necessary.

26. Arbitration

Any and all disputes or disagreements arising between the Parties out of this Agreement upon which an amicable understanding cannot be reached, shall be decided by arbitration in accordance with the procedural rules of the American Arbitration Association. The Parties agree to be bound by the decision of the arbitrator(s). The arbitration proceeding shall take place in Salt Lake County, Utah, unless another location is mutually agreed to by the Parties. The cost and expenses of the arbitrators shall be shared equally by the Parties. Each Party shall be responsible for its own costs and expenses in presenting the dispute for arbitration.

27. Severability & No Waiver

In the event that any part of this Agreement is found to be invalid or unenforceable, the remainder of this Agreement shall remain valid and enforceable. Any failure by one or both Parties to enforce a provision of this Agreement shall not constitute a waiver of any other portion or provision of this Agreement.

28. Transfer

This Agreement cannot be transferred or assigned to any third-party by either the Florist or Client without written consent of both Parties.

29. Headings

Headings and titles are provided in this Agreement for convenience only and will not be construed as part of this Agreement.

30. Notice

Parties shall provide effective notice (“Notice”) to each other via email at the date and time which the Notice is sent: Florist’s Email: michaela@mareefloral.com; Client’s Email: .

31. Counterparts & Facsimile Signatures 

A copy of this Agreement may be executed by each individual/entity separately, and when each has executed a copy thereof, such copies, taken together, shall be deemed to be a full and complete agreement between the Parties. The Parties agree that a facsimile copy (electronic copy) of this Agreement, which contains the Parties’ signatures, may be used as the original.

Signatures

Each Party has read, understands, and agrees to the terms and conditions of this Agreement.