Outdoor Structures Design

OUTDOOR STRUCTURES DESIGN AGREEMENT

This Outdoor Structures Design Agreement ("Agreement") is entered into between Client Name: and Designer Name: .

RECITALS

WHEREAS, Client requires design services for outdoor structures consisting of landscaping features, pergolas, gazebos, decks, retaining walls and other related site elements at the Project Location: ; and

WHEREAS, Designer represents that Designer is qualified and experienced to provide professional design services for outdoor structures and agrees to provide such services to Client on the terms set forth herein; and

WHEREAS, the parties desire to set forth the scope, compensation, schedule, ownership, confidentiality, and other terms governing the design services to be provided.

SCOPE OF WORK

Designer shall provide professional design services for the outdoor structures described below. The services shall include, but are not limited to, conceptual design, schematic plans, construction documents, specification of materials, and coordination with Client and permitting authorities as specified in the scope field.

Concept drawings and site plan   Construction drawings   3D renderings   Permit documents   Site observation and coordination

PAYMENT TERMS

Client agrees to pay Designer for services rendered in accordance with the following fee structure.

All payments are due within the timeframes specified above. Overdue amounts shall accrue interest at the rate described in the Late Fee field and Designer may suspend services for nonpayment after providing seven (7) days written notice. Client shall reimburse Designer for collection costs and reasonable attorneys' fees incurred in collecting overdue amounts.

TERM AND TERMINATION

This Agreement commences on Start Date: and shall continue in effect until End Date: unless earlier terminated in accordance with this section.

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure the breach within the Notice Period specified above following written notice. Upon termination, Client shall pay Designer for all services performed and costs incurred through the effective date of termination, including reimbursable expenses and reasonable close-out costs.

CONFIDENTIALITY

Each party shall hold in confidence and shall not disclose to any third party any non-public business, technical or financial information supplied by the other party and designated as confidential or that reasonably should be understood to be confidential given the nature of the information (collectively, "Confidential Information"). Confidential Information does not include information that (a) was publicly known at the time of disclosure; (b) becomes publicly known through no fault of the receiving party; (c) is rightfully received from a third party without restriction; or (d) is independently developed without use of the disclosing party's Confidential Information. The receiving party shall use Confidential Information solely to perform its obligations under this Agreement.

INTELLECTUAL PROPERTY

Designer retains all copyright and other intellectual property rights in design documents, drawings, specifications, models and related materials created by Designer, whether or not finalized, subject to the limited license granted to Client below. Upon full payment of all amounts due under this Agreement, Designer grants Client a non-exclusive, non-transferable license to use the final design documents solely for construction of the Project at the Project Location. Any reuse of designs for other projects, modification by others, or use after termination or non-payment is prohibited without Designer's prior written consent and may require additional compensation.

INSURANCE, PERMITS, AND COMPLIANCE

Designer shall maintain professional liability insurance in commercially reasonable amounts and shall provide evidence of such insurance upon Client's reasonable request. Client is responsible for obtaining permits, approvals, and any site access required for design and construction unless otherwise agreed in writing. Client shall ensure compliance with applicable codes and regulations; Designer's services do not relieve Client or contractors of responsibility to comply with such laws.

LIMITATION OF LIABILITY & INDEMNIFICATION

Except to the extent caused by Designer's gross negligence or willful misconduct, Designer's total liability under this Agreement for any and all claims shall not exceed the total fees paid to Designer under this Agreement. Client shall indemnify and hold Designer harmless from and against claims, liabilities, losses and expenses (including reasonable attorneys' fees) arising from Client's use of the designs, Client's modification of the designs, or Client's failure to obtain required permits or approvals.

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 provisions.

NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses below by hand, nationally recognized courier, or certified mail (return receipt requested).

ENTIRE AGREEMENT

This Agreement, including any attachments and referenced exhibits, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, representations and understandings, whether written or oral. No modification or waiver of any provision shall be effective unless in writing and signed by both parties.

ADDITIONAL PROVISIONS

The parties acknowledge that any schedules, timelines and milestone dates are estimates and dependent upon timely decisions by Client, permit approvals, site conditions, and contractor scheduling. Designer will use commercially reasonable efforts to meet schedule dates but shall not be liable for delays beyond Designer's reasonable control.

ENTITY TYPE

Client Entity Type: Individual   Corporation   LLC   Partnership   Other

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