Decorating Services Agreement

DECORATING SERVICES AGREEMENT

This Decorating Services Agreement (the "Agreement") is entered into by and between Client Name: with mailing address: and Decorator Name: with mailing address: .

RECITALS

WHEREAS, Client desires to retain Decorator to provide professional decorating services for the property or premises identified above, including but not limited to selection of materials, color schemes, furnishings, installation oversight, and related consulting services; and

WHEREAS, Decorator represents that it has the experience, skill, and personnel necessary to perform such services in a professional and workmanlike manner in accordance with industry standards; and

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the parties agree as follows:

1. SCOPE OF WORK

Decorator shall perform the services described below and in any approved attachments or written change orders. Services shall include professional decorating, procurement of specified materials, coordination of deliveries, supervision of installation, and related project management as required to achieve final completion.

2. PAYMENT TERMS

Client shall pay Decorator for the services set forth in Section 1 in accordance with the following pricing and schedule.

If any undisputed amount is not paid within days of the invoice due date, Client shall pay a late fee equal to % per month on the past due balance, or the maximum amount permitted by law, whichever is less.

3. CHANGES AND CHANGE ORDERS

Any change to the Scope of Work, materials, or schedule shall be made only by a written change order signed by both parties. The change order shall set forth any additional charges or credits and adjustments to the schedule.

4. TERM AND TERMINATION

This Agreement shall commence on the Start Date: and shall continue until the earlier of the End Date: or final completion and acceptance of the Work, unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon no less than days' prior written notice to the other party. In the event of termination for cause due to a material breach, the non-breaching party may terminate after providing the breaching party with written notice and a day opportunity to cure.

Upon termination, Client shall pay Decorator for all services performed and materials purchased through the effective date of termination, including reasonable demobilization costs and any non‑cancellable commitments.

5. CONFIDENTIALITY

Each party shall keep confidential all confidential information received from the other party not generally known to the public, and shall not disclose such information except to employees, agents, or subcontractors who have a need to know and who are bound to confidentiality obligations no less protective than those contained herein. Confidential information does not include information that is publicly available without breach, independently developed, or required to be disclosed by law (in which case the disclosing party shall provide prompt notice).

6. INSURANCE; INDEMNITY; WARRANTIES

Decorator represents that it will maintain workers' compensation and general liability insurance in commercially reasonable amounts and shall provide proof of insurance upon Client's written request. Decorator shall indemnify and hold Client harmless from claims arising out of Decorator's negligent performance of the Work, except to the extent caused by Client's negligence. Decorator warrants that materials furnished will conform to the specifications in this Agreement and be free from defects in workmanship for a period of months following completion.

7. ACCESS, PERMITS, AND SITE CONDITIONS

Client shall provide Decorator and its subcontractors reasonable access to the premises and shall obtain and pay for any permits or approvals required for the performance of the Work, unless otherwise agreed in writing. Decorator shall notify Client of any concealed conditions that may materially affect performance or cost.

8. ACCEPTANCE; FINAL PAYMENT

Upon substantial completion of the Work, Decorator shall notify Client in writing. Client shall promptly inspect and either accept the Work or provide a written list of deficiencies to be corrected. Final payment shall become due only after completion of all punch list items and final acceptance by Client, subject to any lawful setoffs.

9. LIMITATION OF LIABILITY

Except for willful misconduct or gross negligence, neither party shall be liable to the other for consequential, incidental, special, punitive, or exemplary damages. The aggregate liability of each party for any claim arising out of or related to this Agreement shall not exceed the total amount paid by Client to Decorator under this Agreement.

10. GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles. The parties agree to attempt in good faith to resolve disputes by negotiation prior to commencing any legal action.

11. ENTIRE AGREEMENT

This Agreement, together with any written attachments and executed change orders, constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior negotiations, representations, or agreements, whether written or oral. No amendment shall be effective unless in writing and signed by both parties.

12. MISCELLANEOUS

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign this Agreement without the prior written consent of the other, except that Decorator may assign to an affiliate or in connection with a sale of substantially all of its assets.

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