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Design Agreement

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					This Design Agreement is made between a designer and a client whereby the client
engages the services of the designer for a certain project. The agreement provides for
the designer to submit a preliminary and final design plan and a date of completion.
The material terms of the agreement are included in this contract including the scope of
the designer's services, payment details, and warranty and indemnification provisions.
It may also be customized to address the specific needs of the parties. This document
should be used by a designer and client when entering into an agreement for the
designer's services.
                        DESIGN AGREEMENT

      THIS DESIGN AGREEMENT(the “Agreement”) made this ____ day of ______, 2____
[Instruction: Insert Date] (the “Commencement Date”), by and between
_______________________ [Instruction: Insert Name or Business Name of Designer],
_______________________________________________ [Instruction: Insert Designer
Address] (the “Designer”) and ____________________ [Instruction: Insert Name or Business
Name of Client], _______________________________________________ [Instruction:
Insert Client Address] (the “Client”) for design services at
________________________________________ [Instruction: Insert Location Address] (the
“Location”).

     WHEREAS, the Client desires to engage the services of the Designer to design the
Location;

      WHEREAS, the Designer is desire to provide the Designer’s services to the Client and to
perform the work hereinafter set forth;

       NOWTHEREFORE the Designer and the Client hereby acknowledge and agrees as
follows:

1. SERVICES

    A. The Client shall obtain and engage the services of the Designer and the Designer shall
provide Designer’s services to the Client for the purposes of designing _____________________
[Instruction: Insert description of the Project] at the Location (the “Project”).

   B. The Designer shall perform the work for the Project at the Location specified in this
Agreement or at such other location as the Client in writing may direct.

    C. The design services to be provided by the Designer to the Client, shall include and be
limited to ________________________________________________ [Instruction: Insert
description/list of design services to be provided] (the “Services”).

    D. The Designer shall provide to the Client within ____________ (___) days [Instruction:
Insert numbers of day for preliminary plan] of the Commencement Date, a preliminary
design plan (the “PDP”) for approval by the Client. The Client shall review the PDP submitted
by the Designer and shall within thirty (30) days of receipt of the PDP, return same to the
Designer indicating any changes or revisions (the “Revised PDP”). Upon receipt by the
Designer of the Amended PDP (“the Revised PDP Receipt Date”), the Designer shall deliver the
final design plan to the Client for approval within ___________ (___) days [Instruction: Insert
number of days for final plan] following the Revised PDP Receipt Date.
2. TERM AND TERMINATION

   A. The Term hereof shall consist of two phases:

      i.   “Phase 1” "shall commence as of the Commencement Date and shall continue until
the Revised PDP Receipt Date.

      ii. “Phase 2” shall commence upon the Revised PDP Receipt Date and shall continue
until the completion of the Project, which shall be completed by the ____ day of _________,
2_____ [Instruction: Insert Completion Date] (the “Term”), or at such other date as may be
agreed by the Designer and the Client in writing.

   B. Client may terminate this Agreement without penalty at any point prior to the
commencement of Phase 2, provided that Designer has received the Phase 1 Fee and the
Materials Advance, as each are defined in paragraph 3 hereof.

    C. This Agreement may be terminated by the Designer or the Client at any time in the event
that either the Designer or the Client breaches any material provision of this Agreement.
Notwithstanding the foregoing, no failure by either party to perform any of its material
obligations hereunder shall be deemed a breach hereof, unless the non-breaching party has given
written notice of such failure to the breaching party, and the breaching party fails to cure such
non-performance within thirty days after receipt of such notice (fifteen (15) days with respect to
non-payment).

3. FEES

   A. The Client shall pay the Designer as follows:

     i.   ___________ Dollars ($_____) [Instruction: Insert Phase 1 Fee] will be paid to the
Designer upon execution of this Agreement (the “Phase 1 Fee”);

     ii. ___________ Dollars ($_____) [Instruction: Insert Phase 2 Fee] will be paid to the
Designer upon the commencement of Phase 2 (the “Phase 2 Fee”); and

    iii. ____________ Dollars ($_____) [Instruction: Completion Fee] will be paid to the
Designer upon completion of the Project (the “Completion Fee”).


    B. The Client shall be solely responsible for all costs associated with any materials
purchased by the Designer for completion of the Project including but not limited to, paint,
painting supplies, wall coverings, window coverings, furniture and accessories. The Client shall
pay to the Designer a sum of _______________ Dollars ($_______) [Instruction: Insert
Amount to be advanced for materials] (the “Materials Advance”) for any materials required by
the Designer for completion of the Project. Upon the completion of the Project or termination
pursuant to paragraph 2 hereof, the Designer shall refund any of the Materials Advance, which
has not been used by the Designer for the purposes of purchasing materials for the Project. In
the event that the Designer has used the entire sum of Material Advance for material for the


© Copyright 2011 Docstoc Inc.                                                            2
Project, and an outstanding balance remains due and owing, the Client hereby agrees to pay such
amount due and owing to the Designer within five (5) business days of the Client’s receipt of an
invoice from Designer indicating the itemized costs for the material purchased by the Designer
for completion of the Project and the outstanding balance.


    C. Client shall be responsible for any and all fees and costs associated with Designer’s
obtaining of any and all required permits.

    D. Client shall be responsible for all delivery charges and sales taxes where applicable and
shall provide personnel, space, and facilities to receive, check, store, and place all deliveries


    E. It shall be the Client's responsibility to inform Designer of any revisions and/or changes
that take place which will affect the work being done by Designer. Revisions and changes may
be made during Phase 1 without charge. Changes in completed stages of the work resulting from
revised ideas or structural or mechanical exigencies will be made on a time-charge basis. Such
changes and revisions will be made upon receipt of the Client's written order.

   F. Any additional compensation for any other services rendered by the Designer in
connection with any additional work not originally contemplated or specified will be negotiated
with the Designer prior to the performance of same.

4. REPRESENTATION, WARRANTIES AND INDEMNIFICATION

   A. Designer represents, warrants and agrees that:

      i.   Designer will complete the Project in a substantial and workmanlike manner
according to standard practices prevalent in the Designer’s trade;

     ii. all work performed by the Designer will comply with all applicable building codes
and regulations pursuant to the laws of the applicable jurisdiction;

     iii. prior to the Commencement Date the Designer shall obtain adequate business liability
insurance that will cover the Project any injuries to subcontractors or employees of the Designer;
and

    iv.    any and all permits required for completion of the Project will be obtained in the
Designer’s name prior to the commencement of the Project.

    B. Designer hereby agrees that it shall hold harmless and indemnify the Client for all
damages, costs and attorney fees that arise out of harm caused to the Designer, subcontractors
and other third parties, known and unknown, by the Designer, in connection with the
performance of the Services and work to be completed for the Project.




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5.   MISCELLANEOUS

    A. The Client hereby acknowledges and agrees that the Designer is an independent
contractor and at no time or times shall the Designer be considered an employee, agent or
affiliate of the Client.

    B. This Agreement shall be governed by and construed in accordance with the laws of the
State of ________________ Instruction: Insert State], applicable to agreements to be wholly
performed therein. In the event a dispute arises under the terms of this Agreement, the Designer
and the Client hereby agree to select a mutually agreeable neutral third party to help mediate
such dispute. Said mediation shall be conducted in the State of ________________ Instruction:
Insert State], County of ________________ Instruction: Insert County]. If the mediation is
deemed unsuccessful, the Designer and the Client hereby agree that the dispute shall be decided
by the applicable small claims court, in the State of ________________ Instruction: Insert
State], County of ________________ Instruction: Insert County], if the amount in dispute is
within the court’s jurisdiction, or otherwise by binding arbitration, conducted in the State of
________________ Instruction: Insert State], County of ________________ Instruction:
Insert County], under the rules issued by the American Arbitration Association. The decision
of the arbitrator shall be final.

   C. Should any provision of this Agreement be deemed to be invalid or illegal or
unenforceable, the validity, legality or enforceability of the remainder of the provisions of this
Agreement shall remain in full force and effect.

    D. The failure by the Designer or the Client to enforce the strict performance of any of the
terms and conditions of this Agreement shall in no way constitute a waiver of any of their
respective rights as set forth herein.

    E. This Agreement (together with all other agreements or documents executed by the
Designer and the Client contemplated by this Agreement) constitutes the entire agreement
between the Designer and the Client pertaining to the subject matter of this Agreement and such
other agreements and documents and supersedes all prior agreements, understandings,
negotiations and discussions, whether oral or written.

    F. Neither this Agreement nor any rights or obligations under this Agreement shall be
assignable by either party hereto without the prior written consent of the other party. Subject to
that condition, this Agreement shall enure to the benefit of and be binding upon the parties and
their respective heirs, executors, administrators, successors and permitted assigns.




© Copyright 2011 Docstoc Inc.                                                            2
IN WITNESS WHEREOF, the Designer and the Client have executed this Agreement as of the
year and date first above written.


CLIENT:



________________________________ [Instruction: sign]

By: ___________________________ [Instruction: Insert Name of Signatory]
Title: ___________________________ [Instruction: Insert Title of Signatory]


DESIGNER:



________________________________ [Instruction: sign]

By: ___________________________ [Instruction: Insert Name of Signatory]
Title: ___________________________ [Instruction: Insert Title of Signatory]
SSN or FED ID: ___________________________ [Instruction: Insert Social Security
Number or Taxpayer ID ]




© Copyright 2011 Docstoc Inc.                                                 2

				
DOCUMENT INFO
Description: This Design Agreement is made between a designer and a client whereby the client engages the services of the designer for a certain project. The agreement provides for the designer to submit a preliminary and final design plan and a date of completion. The material terms of the agreement are included in this contract including the scope of the designer's services, payment details, and warranty and indemnification provisions. It may also be customized to address the specific needs of the parties. This document should be used by a designer and client when entering into an agreement for the designer's services.