Landscape Designs Inc. (Landscape) entered into an agreement to provide landscape design and installation services for Builder's and Developer's Homes, Inc. (Builder) in connection with Builder's entry in the Home Builder's Association's "1997 Parade of Homes". Builder's house design had an anticipated market value of $200,000. Under the terms of the oral understanding between Landscape and Builder, Landscape would draft a landscape design for the home Builder was in the processing of constructing at the 1997 Parade of Homes site. Landscape would then install the elements of its design (decks, patios, fencing, plants, ornaments, etc), at the Builder lot at the parade site. Builder agreed to pay Landscape $10,000 for its work, with a $500 bonus for completing the work by October 30, 1997. Landscape agreed to complete the services, including delivery and installation of the plants, patios, fences, and ornamental statues in any event no later than the opening of the "parade" on November 15, 1997. Failure to have construction completed by the time the "parade" opened would leave prospective customers visiting Builder's entry with the impression that Builder could not complete its work on time, and lead those customers to be likely to choose other builders. Because of this, Landscape further agreed to reduce the price by $1000 per day for any delay beyond November 15.
The landscape design developed by Landscape and approved by Builder was intended to appeal to dog lovers. Plants with deep roots, not likely to be dug up by dogs, formed the basis for much of the landscape design. A brick patio was included, instead of a deck; and an electronic fence was to be installed in the front yard to keep the prospective owner's pets from roaming the neighborhood. Included in the design were 6 identical ornamental life sized concrete lawn dogs, placed in various locations around the patio and yard.
After Builder had approved the landscape design, including the concrete ornamental lawn dogs, Landscape entered into a written agreement with "Dawgs and More Dawgs" (DAMD) for the purchase of the necessary 6 concrete lawn dogs. The purchase price of the 6 ornamental dogs was $1800. Landscape paid DAMD $600 in advance. Delivery was due on October 25. At the time the contract was entered into Landscape's manager supplied DAMD with a copy of its design incorporating DAMD's lawn dogs and encouraged DAMD to participate in the "Parade of Homes" by renting a booth to display its products. Landscape's manager told DAMD that she expected that, because of the quality of DAMD's lawn dogs, it could expect a lot of business as a result of their display in the "parade."
Because of its efforts to fulfill a huge lawn dog contract for another customer, DAMD realized on October 20th, that it would be unable to finish the lawn dogs for Landscape by the promised Oct. 25 due date. DAMD did not advise Landscape of this until October 23rd. Landscape, which had completed all of the other work on Builder's landscaping, immediately attempted to locate another supplier for the lawn dogs. The only other supplier it could find was Bronze Yard Designs, which could supply more attractive "bronze" ornamental lawn dogs, in time for the Nov. 15 parade opening, for a price of $9000.
ASSUME THAT LANDSCAPE CALLED YOUR FIRM A FEW MINUTES AGO SEEKING LEGAL ADVICE. IT NEEDS A QUICK ANSWER. DRAFT A MEMO OUTLINING LANDSCAPE'S LEGAL OPTIONS AND ANALYZING ITS POTENTIAL RIGHTS AND LIABILITIES IN LIGHT OF THOSE OPTIONS.