Welcome to VBH Interior Designs, LLC which is operated by VBH Interior Designs, LLC (“Company“, “we”, “us” or “our”). Please read these Terms of Service (“Agreement“) carefully, as it constitutes legally binding terms and conditions and applies to your use of (a) the website located at www.vbhdesign.com and all corresponding web pages associated with the foregoing URL (“Site“) and (b) any content, information, features, functionality and services offered by us through the Site (collectively, and together with the Site, the “Services“). This Agreement applies whether you are accessing the Services via a wireless or mobile device, a personal computer or any other technology or device (each, a “Device“). This Agreement does not cover other services, websites or any corresponding content, features, and activities made available by any other company or third party, unless specifically stated.
DESCRIPTION OF THE SERVICES:
General; Services. Subject to the terms of this Agreement, the Services will enable registered users of the Site to connect with interior design professionals (the “Interior Designer“). The Interior Designer will provide registered users with interior design expertise based upon an hourly fee structure as detailed in the The Service.
Initial Consultation - The first hour of the engagement consists of an initial consultation in which the Interior Designer will visit your home, office, and/or other worksite to scope the space and obtain information regarding your project (the “Project“). The initial consultation will result in an initial proposal tailored to your specifications (the “Initial Proposal”) which will be sent to you shortly after the initial consultation. The fee associated with the initial consultation is detailed in the The Service.
Initial Proposal. The Initial Proposal will include a bullet-point description of the actions and steps required to complete the Project.
Refunds. The Services are generally not refundable. All Sales are final. We reserve the right, however, to provide you with a refund and/or a credit if we deem, in our sole discretion, such is appropriate given the circumstances.
HOW WE USE INFORMATION:
1. Termination- If you breach any of the terms in this Agreement, we will have the right to suspend, disable, or terminate your access to or use of the Services, in our sole discretion and without prior notice to you. We will not be liable to you or any third party for termination of your access or use of the Services. Any suspension or termination will not affect your obligations to us under this Agreement (including, without limitation, ownership, indemnification and limitation of liability), which by their sense and context are intended to survive such suspension or termination.
2. Modifications- We may modify this Agreement from time to time and at any time in our sole discretion. We will post or display notices of material changes on the Services and/or notify you via other electronic means. The form of such notice is at our discretion. Once we post or make the modifications available on the Services, these changes become effective immediately, and, if you use the Services after they become effective, it will signify your agreement to be bound by these changes. We recommend that you check back frequently and review this Agreement regularly so you are aware of the most current rights and obligations that apply to you.
User Account Termination:
6.1 Cancellation procedure. If you desire to terminate this Agreement, you must submit a cancellation request to us in writing to VBH INTERIOR DESIGNS.COM Cancellation requests provided by phone, physical mail or other means, or sent to any other Company email address or electronic contact, will not be honored.
6.2 Upon Cancellation. Upon our receipt of your cancellation request in accordance with the terms hereof, we will terminate and deactivate your account within a reasonable time thereafter (i.e., within a period of about 30 days), which shall include the permanent removal of all of your materials, content and information, including, without limitation, User Materials (as defined herein), from the Services (collectively, “User Content”), subject to third party response and performance times, legal requirements and the advice of legal counsel.
PAYMENT FOR THE SERVICES:
a. The Client shall pay the Designer the Fee in consideration of the performance of the Services in accordance with the Design Contract.
b. The Designer shall be entitled to payment for the disbursements set out at cost and such other disbursements as are approved by the Client (such approval not to be unreasonably withheld or delayed).
c. The Designer shall claim payment of the Fee and/or disbursements by rendering invoices to the Client. Each invoice shall be given in writing and shall:
i. set out the amount of the Fee claimed;
ii. separately identify each disbursement claimed; and
iii. separately identify any other claim for payment under the Design Contract.
d. The Client shall pay the full amount of all invoices within ten (10) Business Days of receipt.
e. If any payment by the Client to the Designer is overdue, then the Client must pay interest at a rate of 3.5% per month (or part thereof), until the overdue amount is paid in full. Interest is payable on demand. Any payments made by the Client will first be applied to any outstanding interest.
f. The Client indemnifies the Designer for breaches of clause 2d above.
g. If any money is owed by the Client to the Designer under the Design Contract, the Designer may withhold performance of any Services (including the supply of Documents and/or Goods) until arrangements for payment have been agreed by the Designer with the Client.
Contractors- Contractors, such as but not limited to handymen, painters, millworkers, plumbers, carpenters, general contractors (GCs) are independent third parties of VBH INTERIOR DESIGNS, LLC. VBH can recommend contractors to the client but it is the decision of the client which contractor to choose. VBH does not give any warranties or guarantees and is free of liability as it relates to contractor services. VBH is not responsible for delays, mistakes or cancellations of contractors.
CLIENT RESPONSIBILITIES AND ACKNOWLEDGEMENT:
a. Without limiting the provisions of the Scope of Services, the Client’s responsibilities and obligations under the Design Contract include:
i. providing materials and written approvals and/or instructions in accordance with the Design Contract;
ii. coordination of any decision making with parties other than the Designer;
iii. provision of the builder’s working drawings, and schedule of works in a form suitable for use by the Designer; and
iv. providing information from third parties required for the Designer to perform the Services.
b. The Client acknowledges and agrees that:
i. it shall be responsible for performing all its obligations under the Design Contract in a reasonable and timely manner and that the Designer’s ability to perform the Services in accordance with the Design Contract is contingent upon the Client’s prompt performance of its obligations under the Design Contract; and
ii. any delays in the Client’s performance of its obligations, or variations to the Services caused by the Client, may delay performance of the Services and that any such delay caused by the Client shall not constitute a breach of any of the Designer’s obligations under the Design Contract.
Each party shall keep all Confidential Information confidential, and shall not without the prior written consent of the other party:
a. make available, communicate or disclose the confidential information or any part of it to any person, firm or company other than those of its Personnel requiring the confidential information for the purpose of the Design Contract or for the purpose of complying with applicable laws; or
b. use or allow its personnel to use any confidential information for any purpose other than in relation to the provision of obligations under the Design Contract.
Indemnity. You agree to indemnify, defend and hold us, our affiliates, and their respective successors and assigns, directors, officers, employees, representatives, agents, licensors, Advertisers, suppliers and service providers harmless from any and all claims, liabilities, damages, losses, costs and expenses (including reasonable attorneys’ fees, accounting fees and/or any other professional fees), arising in any way out of or in connection with (a) your use of the Services, (b) your breach of this Agreement or (c) your User Materials. We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you and all negotiations for its settlement or compromise, and you agree to fully cooperate with us upon our request.
MARKETING/PUBLIC RELATIONS. We reserve the right to photograph and videograph the finished project upon completion and post the images to our website, Houzz, Facebook, Twitter, Instagram, Pinterest, Yelp, YouTube & Vimeo pages, as well as various shelter publications. The client’s name will not be used in conjunction with the images unless given permission by the client.
Company Proprietary Rights:
General; Retention of Rights. As between you and us, we own, solely and exclusively, all right, title and interest in and to the Services and all content, information and materials contained and/or made available through or in connection with the Services (excluding User Materials) (“Company Content“), and all such Company Content is protected, without limitation, under U.S. Federal and State, as well as applicable foreign laws, rules, regulations and treaties. The term ” Company Content” includes, without limitation, all audio/visual content, artwork, photographs, illustrations, graphics, logos, copy, text, computer code, application and other software, music (including the musical compositions therein), data, user interfaces, visual interfaces, information, materials, and all copyrightable or otherwise legally protectable elements of the Services, including, without limitation, the design, selection, sequence, look and feel, and arrangement of the Services, and any copyrights, trademarks, service marks, trade names, trade dress, patent rights, database rights and/or other intellectual property and/or proprietary rights therein (including with respect to any content contained and/or made available in any advertisements or information presented to you via the Services). Unless the context clearly requires otherwise or we explicitly set forth in writing, the term “Services” includes “Company Content” as well.
11.2 Limited Use; Restrictions. The Services are to be used solely for your non-exclusive, non-assignable, non-transferable and limited use and for no other purposes. You must not alter, delete or conceal any copyright, trademark, service mark or other notices contained on the Services. We require users to respect our copyrights, trademarks, and other intellectual property rights and shall enforce same. We likewise respect the intellectual property of others.
11.3 Intellectual Property Rights. The service marks and trademarks of VBH Interior Designs, LLC, including without limitation “all images and text, and all page headers, custom graphics and button icons are service marks, trademarks, and/or trade dress of VBH Interior Designs,LLC . Any other trademarks, service marks, logos and/or trade names appearing via the Service are the property of their respective owners. You may not copy or use any of these marks, logos or trade names without the express prior written consent of the owner.