Shop like a designer!

Terms of Agreement

This Term of Agreement provides consideration for every promise, duty, release, obligation, agreement and right contained in this Agreement.

Client agrees to provide all information, documents, and/or decisions reasonably requested by the COMPANY in a timely fashion.

COMPANY will perform purchases for the client in a timely fashion and on a schedule to be determined solely by the COMPANY. COMPANY will not be liable to Client or provide a refund to Client for any delays outside the control of COMPANY, including but not limited to, issues the supply chain, shipping, manufacturer disruptions or other logistical issues that may arise outside the control of the COMPANY.

The Agreement becomes effective upon commencement of work and shall naturally expire on the date the work is complete, meaning that final payment is received by the COMPANY and the COMPANY provides all deliverables to the Client. The Company reserves the right, to limit, suspend, or terminate Client’s Services if the Client becomes disruptive or difficult to work with or repeatedly fails to timely respond to requests for information, feedback, payment or other items reasonably requested by the COMPANY and necessary for the COMPANY to perform its duties. If the Agreement is terminated, no refunds will be given for payments already processed and Client will still be responsible for any obligation incurred prior to termination, however future payment obligations will be forgiven.

In the case of default, Client shall remain liable for all outstanding obligations owed to COMPANY and for all items of merchandise and services on order as of the termination date. Termination shall not void any existing approved quotes or purchase orders, and Client shall continue to be responsible for any obligation incurred prior to the effective date of termination.

Client may not use or duplicate any unique COMPANY content, branding or logos without express written permission. Client explicitly agrees that COMPANY may photograph, video, advertise and promote the entire design process and completed design work at its discretion with any further notice and/or approval from the Client and without providing compensation to the Client. COMPANY agrees not to include the project location or Client name in any content without the Client’s prior consent.

Client acknowledges that as a result of this Agreement, the Client may have access to confidential information of a special and unique nature and value relating to COMPANY’s business, marketing strategies, and/or digital products, as well as confidential information including but limited to the nature and type of products and services sold and rendered, the prices charged, financial information, trade secrets, business strategies and processes, and/or contact information (collectively referred to as “Confidential Information”).

Confidential Information shall not be disclosed by Client to anyone. In the event Client is legally compelled to disclose such Confidential Information, the Client shall promptly notify the COMPANY so that it may avail itself of any and all appropriate remedies.

Confidentiality will remain in place during the terms of this Agreement and for 12 calendar months after termination of this Agreement, as defined herein. A breach of confidentiality will be deemed a material breach of this Agreement.

This Agreement shall be governed by, construed under, and enforced in accordance with, the laws of the State of New York without reference to its choice of law principles. For any action or suit to enforce any right or remedy of this Agreement, except for action to enter or collect on judgments, the Parties consent to first seek resolution with the help of a neutral and mutually agreed upon mediator in the State of New York, County of Suffolk, with the fees split equally by the Parties. If no resolution can be met via mediation, the Parties agree to resolve disputes, except for action to enter or collect on judgments, via binding arbitration in the State of New York, County of Nassau. For any action that must be resolved in court, Parties agree to exclusive jurisdiction and venue in the State of New York, County of Suffolk, and the prevailing Party shall be entitled to recover its costs, including reasonable attorney fees.

In the event a dispute arises between the Parties, Client will not engage in any public or private conduct and/or communications that are designed to disparage the COMPANY.

COMPANY shall not be liable to Client for consequential, incidental, special, exemplary, punitive or indirect loss or damage of any kind whether in an action based on contract, warranty, strict liability, tort or otherwise. Client also acknowledges that it is not relying upon any warranties, promises, guarantees or representations made by the COMPANY, its employees, staff, and/or anyone acting or claiming to act on the COMPANY’s behalf. COMPANY shall not be responsible or liable for required permits, HOA approvals, governmental approvals, engineering, architectural services, manufacturing defects, acts of God, delays, or actions of third parties. COMPANY will not be held responsible for any items delayed due to unforeseen shipping or production issues, which are outside the control of the COMPANY.

Client assumes all responsibility and liability for the use and implementation of the information and strategies provided by the COMPANY.
The COMPANY and/or designer’s ideas and specifications are conceptual in nature and intended to set forth design intent only. They are not to be used for architectural or engineering purposes. COMPANY does not provide architectural or engineering services and cannot be held liable for designs used for such purposes.

All notices, demands, consents, requests, approvals or other communication which either Party is required or desires to give or make upon or to the other Party (“Notices”) shall be in writing and will be effective when sent, or on the date received if sent by United States certified or registered mail, return receipt requested. Notices may also be delivered by means of electronic mail which shall be effective within two (2) days of obtaining sent confirmation.

This Agreement constitutes the agreement between the Parties with respect to the matters covered by it and supersedes any prior understanding or agreements, oral and written, with respect thereto. The Parties acknowledge that all the matters embodied in this Agreement, including all terms, covenants, conditions, waivers, releases and other provisions contained herein, are fully understood by him or her; that each is entering into this Agreement freely, voluntarily and after due consideration of the consequences of doing so; and that this Agreement is valid and binding upon him or her.

 

SERVICES

COMPANY offers both interior design services and purchasing services. In this case, the Client has chosen to utilize purchasing services.

PURCHASING SERVICES
Under this Agreement, purchases of merchandise quoted and invoiced to the client, and to be used in this Service, must be made through the COMPANY. COMPANY works closely with select manufactures to procure the selections for this Service. The COMPANY will not manage any purchases the Client makes outside of the COMPANY.

Each invoice proposal for furnishings will identify the item, its price, and applicable sales tax.

Client is responsible for all freight charges as well as white glove delivery.
Freight costs are calculated and invoiced with products per item. At the conclusion of each project, all freight charges will be reconciled. COMPANY will promptly notify Client in advance if extra freight charges are required.

Some items will ship direct from the manufacturer and will not incur white glove delivery. These items will be delivered to the Clients home and will have to be brought in and placed by the Client.

If needed, the Client can inquire about hiring one of the Company trades to place pieces. This will incur a separate cost.

When needed, white glove delivery is a separate service provided to our clients. Invoicing for white glove delivery is calculated based on the number of pieces and weight of products as provided by our warehouse. White glove delivery includes before delivery inspection, delivery and placement of goods in the space, assembly of all items for that space and removal of all delivery packaging. Please note that installation of any items hung on the walls or installation of any lighting/plumbing fixtures is NOT included. In most lighting purchases, light bulbs are not included.

COMPANY is not responsible for industry delays on products. COMPANY will track and organize all deliveries through installation to Client from the warehouse.

COMPANY will not order or purchase any item until the invoice proposal is approved by the Client and a deposit is received of 75% of the total invoice. Delays in Client’s approval or payment will result in delays in merchandise arrival and delivery estimates may shift accordingly. Invoices are valid for 10 days from the initial date. After 10 days COMPANY cannot guarantee availability of the product and, due to the current market, changes in price.

COMPANY will inspect all merchandise upon receipt and advise the freight company of any damage or non-conformity at that time. Clients should also inspect all merchandise upon receipt for damages. If Client is unavailable at the time of delivery, Client should inspect the items within 24 hours of delivery for damages. Clients should not accept any merchandise that has damaged packaging unless it is opened and inspected at the time of delivery. For undamaged/unopened deliveries, the Client will have 24 hours to inspect merchandise. Should merchandise be delivered damaged, the Client will call COMPANY and email/text COMPANY three pictures of the damaged merchandise. COMPANY will then order a replacement for the damaged merchandise. If Client follows these protocols, COMPANY will fix or replace damaged piece(s) at no additional cost to the Client, including shipping and/or freight cost.

Should the Client return any merchandise purchased through COMPANY for reasons other than damage, the Client will accept the return policy of the manufacturer. The Client may be required to accept a portion of the original cost as a refund and may also be subject to restocking fees. The Client is responsible for any return shipping charges of returned merchandise. All returns must occur in the original packaging, and all merchandise must be unused and undamaged.

All sales of custom merchandise, including window treatments, are final and non-refundable.

COMPANY is not responsible for warranty of merchandise. Warranties are held by manufacturers and COMPANY will furnish warranty info at the Client’s request.

PURCHASING SERVICES
This Agreement provides that COMPANY will purchase all merchandise on behalf of the Client.

Therefore, Client agrees to the following terms of payment for Purchasing Services, all of which will be itemized in separate invoices as the project progresses. Each invoice shall be valid for ten calendar days from the date of invoice:

Company maintains wholesale accounts with a variety of vendors. For manufacturer purchases, the Client will be charged the lesser of the manufacturer retail list price or public retail price, which is consistent with retail pricing and MSRP.

Hand-made & custom pieces (excluding any work done by expert or select manufacturers) will incur a cost plus 25%.

For all non-custom purchases, Client will receive an invoice proposal that will identify all applicable charges known to the COMPANY at time of invoicing, including: the item, total space price, service fees, white glove delivery, assembly, installation, and/or sales tax. Invoice pricing is value for ten calendar days, including the date of the invoice, after which pricing is subject to change. Clients must promptly pay 75% of the invoice to COMPANY. COMPANY will not order or purchase any item until a deposit is paid, therefore any delays in Client’s approval or payment will result in delays in merchandise arrival and delivery estimates may shift accordingly.

A down payment of an invoice will be considered as Client’s acceptance of the items detailed in the invoice for any furnishings or custom pieces. By accepting the invoice and placing a down payment no changes can be made.

Full payment is required to place any custom furniture order and/or window treatment order. Client’s payment is considered acceptance of the items and once submitted, no changes can be made. Custom pieces cannot be changed or refunded.

All service fees are non-refundable.

All invoices must be paid in full 48 hours prior to final installation/delivery.
If wanted/needed, Client agrees to pay COMPANY an installation fee for staging. The installation fee will be $225/hour for any time spent installing furniture, decorations and decor outside of white glove delivery.

For white glove delivery service, COMPANY will charge clients the exact shipping charge from the warehouse. Receipts will be provided from our warehouse upon request. For multiple rooms, COMPANY will group deliveries into as few deliveries as possible to cut costs.

GENERAL PAYMENT TERMS

Payments are accepted via:

  • Cash
  • Check made out to Design By Nancy
  • Credit Card, which will include a 3% processing fee per invoice.

 

All Payments are due upon receipt unless otherwise indicated. No work will begin and no items will be ordered until payment is made in accordance with this Agreement.

Final payment is required 72 hours before installation/delivery/white glove service. COMPANY reserves the right to cancel any installation if final payment is not received.

Any amount not paid when due under this Agreement shall bear interest at the rate of 3% per month until paid in full.

In addition to all other legal rights, COMPANY shall be entitled to withhold delivery of merchandise or performance of Services if Client fails to make payments as required.

Client acknowledges that any estimates, quotes or proposals are only for the purpose of informing the Client of the potential cost of merchandise or services and, as such, are not binding and may be adjusted as necessary.