Interior Design Document

Interior Design Document

PARTIES AND PROJECT

Client Name:

Designer Name:

Effective Date:

RECITALS

WHEREAS, Client owns or controls the premises identified above and desires to engage Designer to provide interior design, space planning, procurement and related professional services for the Project;

WHEREAS, Designer represents that Designer possesses the qualifications, experience, and professional licenses required to perform the services described in this document; and

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows.

SCOPE OF WORK

Designer shall provide the following services for the Project, subject to the terms of this document. All services shall conform to prevailing professional standards.

PAYMENT TERMS

Client shall pay Designer for services and approved reimbursable expenses in accordance with the terms set forth below.

Balance Due Date:

If any undisputed amount due is not paid within the time agreed above, Client shall pay interest on the overdue amount at the rate of percent per month, or the maximum lawful rate if lower. Designer may suspend services for nonpayment after providing written notice.

TERM AND TERMINATION

This Agreement commences on Start Date and continues until completion of the services described in Scope of Work unless earlier terminated in accordance with this section.

Start Date:    End Date / Estimated Completion:

Either party may terminate for material breach if the breaching party fails to cure within the notice period. Upon termination, Client shall pay for all services performed and approved expenses through the termination date, including reasonable wind‑down costs.

CONFIDENTIALITY

Each party shall hold in confidence all proprietary information disclosed by the other that is marked or reasonably understood to be confidential ("Confidential Information"). Confidential Information shall not include information already in the public domain or rightfully received from a third party. Confidentiality obligations shall continue for years after disclosure.

INTELLECTUAL PROPERTY AND DOCUMENTS

Designer retains copyright in designs, drawings, specifications and other instruments of service. Upon full payment, Designer grants Client a nonexclusive license to use the issued construction documents for the Project. Reuse for other projects or modifications by others requires Designer's written consent and may require additional fees.

CHANGE ORDERS

Changes to the Scope of Work shall be authorized only by written change order signed by both parties. Change orders may affect the project schedule and total fee. Designer shall not be obligated to proceed with work outside the original scope without an executed change order.

WARRANTIES; LIABILITY; INSURANCE

Designer warrants that services will be performed in a professional manner consistent with industry standards. EXCEPT FOR THAT EXPRESS WARRANTY, DESIGNER MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED. DESIGNER'S AGGREGATE LIABILITY FOR ANY CLAIM ARISING FROM OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID TO DESIGNER UNDER THIS AGREEMENT.

Designer shall maintain general liability insurance and professional liability insurance in amounts customary for the trade and shall provide proof of insurance upon reasonable request.

INDEMNIFICATION

Each party shall indemnify, defend and hold harmless the other from and against claims arising out of the indemnifying party's negligence or willful misconduct in connection with performance under this Agreement. Indemnification obligations are subject to applicable law and any limitations on consequential damages stated herein.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles.

ENTIRE AGREEMENT

This Agreement, including any written change orders executed by the parties, constitutes the entire agreement between the parties concerning the Project 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.

MISCELLANEOUS

If any provision of this Agreement is held unenforceable, the remaining provisions shall remain in full force. The parties acknowledge that they have read and understand this Agreement and have authority to execute it.

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