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Residential Job Book

Koos Design
Danielle Koos

McGregor Family

November 10th, 2014

Letter Of Agreement
Dear xxxx:
I am pleased that you are considering selection of Danielle Koos, Koos
Design, Inc. (the Designer) for your interior design project. This
Letter of Agreement (Agreement) will serve to set forth the scope of
services to be performed (the Services), as well as the terms and
conditions of this Agreement in connection with Danielle Koos, Koos
Design, Inc. as well as the terms and conditions of this Agreement in
connections with the interior design of the areas described below.
xxxx(the Client)
Residence at above address
Areas to be designed:
Entertainment/Bonus room


1. Description of Services. The services to be rendered in

connection with the areas listed above MAY include the
Review of architectural drawings for adequacy in terms of interior
design requirements.
Comment and revision of supplied drawings.
Consultation with architects and engineers.
Preparation of floor plans setting forth furniture position and/or
other required alterations/additions.
Preparation of design for built-in units and/or other
Preparations of design and color studies together with materials,
treatments, and all other information required for completion of
interior design.
Preparation of purchase recommendations and project budget.
Selections of furniture, fabrics, window treatments, floor
coverings, and other decorative elements.
Purchase, tracking, scheduling, and arranging for
storage/delivery of items required to complete project.
Coordination and periodic observation/inspection of installations.
2. Clients Use of Contractors. The Client shall contract
directly with all contractors in connection with the

construction and/or building alteration phases of the project.

The Designer will not be responsible, nor liable, for
recommending or obtaining the services of a specific
contractor, although the Designer will be available for limited
supervision and consultation with contractors performing work
associated with the project. The Designer cannot be
responsible for the performance, quality, or timely completion
or delivery of any work, materials or equipment furnished by
contractors, consultants or other contributors to the project.
3. Use of Client Materials. The Designer shall be entitled to
rely upon the accuracy and completeness of any drawings,
specifications, information, surveys, and/or reports furnished
by the client or on behalf of the client by other parties. The
Designer shall not be liable for any errors or omissions within
such material or for subsequent problems caused by a
reliance upon such material.
4. Purchasing. If requested, the Designer will provide
purchasing specifications, schedules, and requisitions for use
by the Client, who may elect to handle all purchasing from
this point, including arrangements for payment, storage, and
delivery. The liability associated with such purchases shall be
solely that of the client. The Designer may also act as an
agent for the Client under the terms of a Purchase
Agreement (See Purchase Fee below). The Client shall have
the benefit of all guarantees and warranties issued to either
the Client or the Designer against suppliers, manufacturers
and contractors, and may enforce such at the Clients
1. Retainer. Designers Services under this Agreement shall not
commence until Client delivers a retainer in the amount of
$500.00 to the Designer. Designer shall hold the retainer
during the term of this Agreement, and to the extent that
Designers outstanding invoices are less that the retainer at
the conclusion of the Project, the Designer shall remit the
balance of the retainer to the Client. In the event the
Designers overdue charges for Services are greater than the
retainer at the conclusion of the Project, Client shall pay the
entire balance within thirty (30) days of the final invoice.
Client acknowledges the Designers right to apply the retainer
towards the balance of overdue invoices as well as the final
invoice of the project.

Koos Letter Of Agreement

Design November 10th, 2014
2. Hourly Fees. The Client shall be responsible for all time
expended performing the tasks necessary to complete the
Project Designers fee will be computed on an hourly basis as
Principal Designers and Consultation: $100.00 per hour
Associate Designer:
$85.00 per hour
Project Management/Administrative: $60.00 per hour
Design Modifications (E.G. as a result of structural or
mechanical changes) shall be involved to the Client at regular hourly
rates above, plus any specific costs incurred. Please note that such
modifications can only be made upon receipt of an order from the
Client. Any work that the Designer is requested to perform in areas not
specified in this Agreement must be authorized by Client in writing and
will be charged at a regularly hourly rate.
3. Reimbursable Expenses. The Client shall reimburse
Designer for all expenses directly attributable to performing
the work associated with this project. Those expenses include,
but are not limited to: the cost of blueprinting, reproduction,
travel and subsistence (for projects not within the
Washington, DC area), telephone calls and other out-of-pocket
costs, as well as for any expenses incurred for shipping,
storage, receiving, and delivery. For projects within the
Washington DC area, Clients shall reimburse Designer at a
rate of #1 per mile; there us no additional charge for time
while travel is in progress. These expenses are subject to a
ten percent (10%) handling fee.
4. Purchase Fee
a. The Client may choose to have the Designer act as a
purchasing agent. If so, the Client and Designer will sign a
Purchase Agreement outlining the items to be ordered for
the Client. Generally, the cost of each item shown in the
Purchase Agreement is calculated at the Designers
wholesale cost plus up to thirty percent (30%). In general,
this price s below retail cost. Prices quoted on the Purchase
Agreement are current as of the date quoted, but are
subject to change by manufacturers and suppliers. The
Client will be notified as soon as possible if such a
discrepancy becomes apparent prior to shipping and will be
involved for any price increases or credited for price

b. Upon receipt of the signed Purchase Agreement and a

deposit of sixty percent (60%) of the total amount specified
in the Purchase Agreement, Designer shall order the
merchandise for Client. This percentage is subject to the
manufacturers terms and conditions.
c. Items ordered by Designer under the Purchase Agreement
have been selected and approved by the Client. Therefore,
orders are not subject to cancellation, exchange, or return
for credit. Changes to the orders or additions to the
Purchase Agreement may only be made at the Designers
sole discretion and must be in writing with a sixty percent
(60%) deposit in advance.
d. Upon Designers notice to the Client of approximate
delivery dates as supplied, merchandise will be shipped to
a destination suitable for receiving and inspection. The
Designer will make arrangements for delivery with the
Client. The Client will be responsible for all shipping,
crating, warehousing and delivery charges as discussed
above under reimbursable expenses, in many cases these
expenses can only be roughly estimated prior to actual
delivery. The time expended for preparation of purchase
agreements, purchase orders, tracking, scheduling,
resolution of problems, and arranging for storage/Delivery
of items purchased under a Purchase Agreement will be
invoiced at the hourly rates as discussed above. The
Designer reserves the right to retain the proceeds received
from rebates, promotional or volume discounts, and other
such incentive programs. This Agreement controls in the
event of a conflict between the Agreement and the
Purchase Agreement.
5. Other Fees and Expenses
a. If outside engineering, architectural, or other technical
services are required, Client will contract directly with such
suppliers and all such costs shall be invoiced directly by
the firm(s) involved. Contract for such services will not be
let without specific authorization from the Client.
b. Client acknowledges the Designers right to receive
commissions (on sale of artwork, for example) from
suppliers, artists, and craftsman with respect to work
performed or items supplied for the Clients project.

Koos Letter Of Agreement

Design November 10th, 2014
1. Payment Due Upon Receipt. The Client will be invoiced
regularly for all fees, expenses, and purchases. Payment is
DUE UPON RECEIPT for each invoice. The Client shall be
responsible for payment of all applicable sales tax.
2. Payment Under Purchases Agreement If a Purchase
Agreement has been signed, the balance of such an
agreement is due upon receipt of goods at warehouse or
project site per item received unless manufacturer or supplier
requests payments prior to shipment of merchandise (Pro
Forma), in which case the Client will be notified of requested
payment. At the Designers discretion, the Client may be
required to pay the entire invoice prior to deliver of such
3. Late Payments. If payment is not received within twenty-five
(25) days of the invoice date, a late payment charge of one
and one-half percent (1.5%) per month will be added to the
next months invoice on the unpaid balance and for each
succeeding month until payment is made in full, with a
minimum late payment charge of ten dollars ($10.00) per
month per invoice. Client hereby grants for the benefit of the
Designer a security interest in the goods delivered to Client
until such time that goods are paid in full, and Designer shall
have the right to enter the Clients premises to reclaim said
goods if invoices remain unpaid after sixty (60) days. Any
damage that may occur to said goods in the possession of the
Client prior to full payment is the responsibility of the Client
should the Designer re-claim said goods.
1. Reasonable Access. Upon reasonable notice by Designer,
Client hereby agrees that, the Designer may enter the
premises for the purpose of making photographs or other
reproductions of the project, or any portion thereof, and to
publicly display the same through news media or otherwise.
2. Suspension of Project. If the project for more than three (3)
months, abandoned in whole or in part, or termination for any
other reason, the Designer will be compensated for services
performed prior to the receipt of written notice from the Client
of such suspension, abandonment, or termination together
with all other expenses then due. If the Client observes or
otherwise becomes aware of any fault or defect in the Project
or nonconformance with the correct documents, Client must

provide written notice of such defect to the Designer within

thirty (30) days to allow prompt remedial action if appropriate.
3. Termination Provision. This Agreement may be terminated
by either party upon ten (10) days advance written notice.
Any Purchase Agreement may only be terminated in
accordance with its terms or at a minimum with such advance
notice as required by the manufacturer before shipping
product. In the event of termination, Designer shall have no
obligation to continue providing good or services, but the
Client will remain liable for payment for all goods previously
delivered or in the progress as well as for services rendered
prior to the termination and for any services subsequently
required to fulfill completion of orders that may be in progress
at that time.
4. Fee/Rate Adjustments. The Designer reserves the right to
alter the fee/rate structure as outlines in this agreement at
any time upon thirty (30) days prior written notice to the
5. Limitation of Liability. Designer shall not be liable to Client
or any third party for any exemplary, punitive, incidental,
indirect special or consequential damages, of any kind,
including lost profits however caused and on any theory of
liability (including contract or tort). Designers total liability
relating to the Services under the Agreement is limited to the
total fee paid to Design within the twelve (12) month period
immediately preceding the date of accrual of the claim.
6. Arbitration of Certain Claims. Any controversy or claim
grater than $10,000 arising out of or relating to this
Agreement or breech thereof shall be settled by arbitration in
the city of the Designers office in accordance with the
Commercial Arbitration (Expedited) Rules of the American
Arbitration Association then in effect, and judgment may be
entered in any court having jurisdiction hereof. The Client
hereby consents to jurisdiction in the State or Federal courts
in Virginia (or Arbitration in Arlington, if applicable) and the
Client waives any right to claim that such venue is
7. Governing Law. This Agreement will be governed and
constructed in accordance with the laws of the
Commonwealth of Virginia without giving effect to the

Koos Letter Of Agreement

Design November 10th, 2014
principles of conflict of laws. In any legal action or arbitration
proceeding brought on account of a breach, the prevailing
party shall recover from the other party all costs of litigation
or arbitration, including reasonable attotyneys fees.
8. Severability Waiver. If any provision of this Agreement is
held to be invalid or unenforceable for any reason, the
remaining provisions will continue in full force without being
impaired or invalidated in any way. The parties agree to
replace any invalid provision, which most closely
approximates the intent and economic affect of the invalid
provision. The waiver by either party of a breach of any
provision of this Agreement will not operate or be interpreted
as a waiver of any other subsequent breach.
9. Notice. Any notice required or permitted hereunder shall be
given to the appropriate party at the address specified on the
first page of this Agreement or at such other address as the
party shall specify in writing. Such notice shall be deemed
given: upon personal delivery; if sent by other telephone
facsimile, upon confirmation of receipt; if sent via overnight
courier, the day after the date sent; or if sent by certified or
registered mail, postage prepaid, five (5) days after the date
of mailing.
10. Counterparts. This agreement may be executed in one of
more counterparts, each of which shall be deemed an original
and all of which shall be taken together and deemed to be
one instrument.
11. Entire Agreement. This agreement, including any
Exhibits attached hereto and Purchase Agreements related to
the Project, set forth the entire understanding and
understandings between the parties as to the subject matter
of this Agreement. It may be changed only by a writing signed
by both parties, Neither party is relying upon any warranties,
representations, assurances or inducements not expressly set
forth herein.
If this Letter of Agreement meets with your approval, kindly sign and
return the original together with tour retainer. Please retain the second
copy for your records. Thank you for your consideration. I look forward
to working with you.

Most sincerely,
Danielle Koos
Accepted by: _________________________________________________ Date:
Date: _______________________