Terms & Conditions

These Terms and Conditions (“Terms and Conditions”) apply to all Services provided by us, LAURA D. DESIGN LLC, a California limited liability company, d/b/a ELEVA INTERIORS (referred to as “we/us/our”), pursuant to and in connection with the underlying Proposal for interior decorating services and Contract between us and you, to which these Terms and Conditions are attached.


  1. Definitions and Interpretation 
  1. In these Terms and Conditions, unless the context otherwise requires, the following terms have the following meanings:

“Contract” means the contract formed between you and us, as detailed in Section 2; 

“Client/You/Your” means you, the firm or corporate body purchasing the Services;

“Proposal” means our written proposal of the Home Package and Services, including an estimate of our fees and costs for providing the Services described therein, which unless otherwise stated, remains open for acceptance for a period of 30 days and constitutes the entire scope of interior decorating work to be performed.  

“Services” means the specific interior decorating services to be provided by us to you as detailed in the Proposal.

Each reference in these Terms and Conditions to:

  1. “writing” and “written” includes emails;
  2. a statute or a provision of a statute is a reference to that statute or provision as amended or re-enacted at the relevant time;
  3. “these Terms and Conditions” is a reference to these Terms and Conditions as may be amended or supplemented at the relevant time;
  4. a clause is a reference to a clause of these Terms and Conditions; and
  5. a “Party” or the “Parties” refer to the parties to these Terms and Conditions.


  1. How the Contract is Formed
  1. These Terms and Conditions govern the provision of all Services provided by us pursuant to the Proposal and will form the basis of the Contract between you and us.  
  2. Following our initial consultation, we will provide you with a written Proposal with a description of the Services you have requested.  This will be based on the materials given by you at this initial consultation.  All details of the project or any relevant information must be given to us fully and to the best of your knowledge.  A legally binding engagement between you and us will be created when you accept our Proposal by executing the Contract.  No terms or conditions issued or referred to by you in any form will in any way vary or add to these Terms and Conditions unless we agree otherwise in writing.
  3. Any Proposal we may send is based on the information provided to us at the time we prepare it.  If any errors or discrepancies become evident which affect our pricing or fees, we reserve the right to make adjustments to it.


  1. Interior Decorating Services
  1. Our Services, and any guidance we provide, will be from an interior decorating perspective only.  You may wish to obtain additional specialized advice from architects, structural engineers or other specialized contractors or trades where applicable, which will be at your discretion and responsibility.  You will be responsible for making arrangements and paying such specialists directly and they will be liable to you directly for their actions or inactions.
  2. We will provide you with a number of designs which will need to be approved by you in writing.  We will accommodate a maximum of four revisions to your chosen design unless otherwise agreed in writing.  Any further alterations, changes to our designs, changes required after you have approved the design, works required outside of our normal working hours (Monday to Friday, 8am – 5pm excluding bank holidays) or any additional visits required above the allowance included in our Proposal will be chargeable at our hourly rate applicable at the time.
  3. If the scope of Services included in the Proposal changes, or if you otherwise require any additional services not included therein after accepting our Proposal, we will provide you with a revised Proposal including the additional or modified Services to be performed (and corresponding adjustments to our fee, if any), which must be accepted by you in writing before we will proceed. 
  4. We may provide sketches or impressions before or during the provision of the Services.  Any such material is intended for illustrative purposes only and is not intended to provide an exact specification of the works to be provided, nor to guarantee specific results and is not to be used for construction purposes unless specifically issued as such.
  5. Any plans that we may produce in connection with the Services are not “builder plans” and are not appropriate for construction use.  It is your responsibility to check all dimensions and measurements set out in any plans we provide, and it is the builder or contractor’s responsibility to report any discrepancies to us prior to any construction or building work starting.
  6. If we are asked to provide advice or consult regarding lighting, heating, flooring or other plans, we will produce these as guidance only from a design point of view. We hereby disclaim any and all liability with respect to such guidance, and it will be the relevant contractor’s responsibility to ensure the work from the plans we have created is safe, practical and building code compliant.  Any lighting contractors that you choose to engage will enter into a contract with you directly, and all terms and conditions will be between you and such contractor.
  7. We will provide our designs and plans digitally and have included for this in our Proposal.  If you require printed materials, we will charge for our costs in providing these.
  8. We may provide suggestions for products or other services to be provided as part of your project.  You are under no obligation to accept these suggestions but if you decide to do so, you will need to ensure the relevant supplier is suitable for your needs.  A separate contractual relationship will be created between you and the supplier directly, under separate terms and conditions.  You will be responsible for making arrangements and paying the supplier directly in accordance therewith, and such supplier will be liable to you directly for their actions or inactions.  
  9. As a part of our “Sourcing Bundle” Services, we may agree to coordinate the ordering of products for your design. We cannot be held responsible for arranging repairs, replacements, returns or freight claims for purchases you have made.  We strive to select furniture and accessories and brands with good reputations; however, we disclaim any and all responsibility and liability for the quality or craftmanship of, or damage to, any furniture or accessory that we select or propose.   
  10. If we agree to meet with you in-person, we reserve the right to charge for our mileage and travelling time.  We require a minimum of 48 hours’ notice if the agreed meeting date or time is to be changed.  If we receive less than 48 hours’ notice, we reserve the right to charge for any costs incurred by us.
  11. Other than adherence with the Communication Policy (described below), any timelines we provide are for guidance only and are not of the essence of the Contract.


  1. Communications Policy
  1. Our “Communications Policy” is set forth in the Contract.  In furtherance of this policy, you agree to correspond through online communication using email, and also through previously arranged telephone conference discussions, allocated in 15 minute blocks up to a maximum of four hours during the course of our engagement, unless otherwise agreed in writing.  You hereby agree that at our discretion (and at our stated hourly rate), we may separately charge you for unscheduled phone calls and texts or emails not previously agreed, or for additional correspondence time spent in excess of this allocated four hour period.
  2. Our performance of the Services is a collaborative process, and requires your periodic and timely feedback.  Failure to timely respond to our email or telephone inquiries may cause delays in the timeliness and our successful completion of the Services, and may also have detrimental impacts upon our ability to perform services for our other clients.  As such, and in accordance with our Communications Policy, you hereby agree to affirmatively respond to all email and telephone correspondence within four business days of your receipt of the same.  We hereby reserve our right to terminate this Agreement in accordance with Section 6, in the event of your repeated failure to adhere to the Communications Policy and the covenants set forth in this Section 4.  


  1. Price and Payment
  1. Unless otherwise provided in the Proposal, our standard payment terms are as follows:
  1. 50% of the quoted fee set forth in the Proposal is payable as a deposit at the time the Proposal is accepted by your execution of the Contract.  We will be unable to commence our performance of the Services until this deposit has been paid in full; and 
  2. The remaining unpaid amount of the quoted fee set forth in the Proposal is due and payable within 30 days after the Contract has been executed by you, and before any drawings and plans we have produced are sent to you or your chosen contractors to begin the works, where applicable.
  1. We reserve the right to issue additional progress invoices and the final invoice, at any time, if the Services are delayed through no fault of our own.  We also reserve the right to request 100% of the quoted fee up front at our sole discretion and will specify this in the Proposal where applicable.
  2. We may include a fee for additional advice and support for a maximum of two weeks after we have issued the final documents and if this is the case, we will set this out our Proposal.  If you require further support, this will be chargeable at our standard hourly rate.
  3. Unless otherwise agreed in writing, our hourly rates for various services are set forth in the Proposal. 
  4. Unless otherwise stated in the Proposal, all quoted prices shall be net of any and all domestic or foreign taxes, charges or other assessments of any kind of any government authority, regardless of whether such taxes, charges, or assessments are levied against us, you, or any other person.
  5. All invoices are due upon receipt, and shall be paid within seven calendar days from the date of invoice, without set-off, withholding or deduction.
  6. If you do not make payment to us by the due date, we reserve the right to suspend performance of the Services, and at our option, may charge default interest on the overdue sum at the rate of 12% per annum.  Interest will accrue on a daily basis from the due date for payment until the actual date of payment of the overdue sum, both before or after judgment.  This will not apply if you have promptly contacted us to dispute an invoice in good faith.  No interest will accrue while such a dispute is ongoing. 
  7. Should our performance of Services be delayed or postponed for a continuous period of [three months] or more, through no fault of our own, we reserve the right to review and amend our fees and will notify you of this.  
  8. During the course of our performance of Services, we will be conscientious of the client’s project budget.  Notwithstanding, however, quoted estimates for the Services included in the Proposal are subject to change.  For example, on occasion, (i) freight and delivery charges may not be known until the end of the lead-time, and (ii) prices of furnishings and other products are subject to change.  We cannot be held liable for additional or unforeseen costs.
  9. Delays due to third-party contractors/builders, site delays while we are undertaking a project management role, and other events and circumstances that are beyond our control cannot be claimed against us.   


  1. Termination
  1. Either party may terminate the Contract for cause if (a) the other party (i) breaches any material provision of the Contract or these Terms and Conditions, or (ii) repeatedly breaches any provision of the Contract or these Terms and Conditions and (other than for breaches of our communication policy set forth in Sections 4.1 and 4.2, which are not capable of being cured) fails to cure such remedy within 10 calendar days of receiving written notice from the terminating party specifying in reasonable detail the nature of such breach; or (b) the other party generally fails to pay its debts as they become due, admit in writing its inability to pay its debts generally, makes a general assignment for the benefit of creditors or any bankruptcy or similar debt relief proceedings are instituted by or against the other party or the other party takes any corporate action to authorize the actions set forth in this Section 6.  In addition, (x) either party may terminate the Contract without cause if a court of competent jurisdiction (or other administrative body empowered to issue such orders) issues a final order or judgment holding that the Contract or the Services offered therein are in violation of law, and (y) we may terminate the Contract without cause in the event of a force majeure event set forth in Section 9 lasting longer than [six consecutive months] (which termination right shall be in addition to the remedies set forth in Section 5.8). Any termination pursuant to this clause will be deemed effective upon the terminating party providing the other party with written notice of such termination in accordance with the notice provisions of the Contract.
  2. In the event of termination by us, you agree to pay us for the Services provided prior to termination as well as any applicable reimbursements incurred prior to such termination.
  3. Any termination will not affect your obligations to us under the Contract or these Terms and Conditions, including but not limited to, indemnification and limitation of liability, which are intended to survive such termination.


  1. Our Liability 
  1. Our aggregate liability arising from or relating to the Proposal, the Contract and these Terms and Conditions is limited to the aggregate Fees actually received by us.  
  2. In addition, to the maximum extent permitted by applicable law, in no event shall we or any of our members, managers, officers, employees, contractors or agents be liable to you for any lost or imputed profits or any indirect, incidental, consequential, special, reliance, or punitive damages. In the event of a breach by us of our express obligations under these Terms and Conditions, your remedies will be limited to damages, which in any event, will not exceed the fees paid by you for the Services.
  3. We will use our own exclusive judgement when deciding upon artistic factors required for the provision of the Services.  We will not accept liability, and no refunds will be offered, in the unlikely event that you are dissatisfied due to a matter of personal taste.
  4. We may provide referrals or recommendations to other companies.  Please be aware that we may receive commission payments from these companies.  However, the decision regarding their suitability rests with you and we accept no liability for their actions or lack of actions. 
  5. We cannot be held responsible for issues or defects in our Services where we have relied on information provided by you or other companies instructed by you.   
  6. In connection with the Contract and the Services, you agree to indemnify, defend and hold us, our affiliates, and our and their respective successors and assigns, members, managers, shareholders, directors, officers, employees, representatives, agents, licensors, advertisers, contractors, suppliers and service providers harmless from any and all claims, liabilities, damages, losses, cost and expenses (including reasonable attorneys’ fees, accounting fees and/or other professional fees), arising in any way out of or in connection with (a) the Services provided hereunder, or (b) your breach of the Contract or these Terms and Conditions.  We reserve the right to assume the exclusive defence 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.
  7. THE SERVICES AND ALL OF OUR CONTENT, PRODUCTS AND MATERIALS MADE AVAILABLE ON, THROUGH OR IN CONNECTION THEREWITH, INCLUDING IN CONNECTION WITH ANY THIRD PARTIES, ARE PROVIDED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS, WITHOUT ANY REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED, OR ANY GUARANTY OR ASSURANCE THAT THE SERVICES WILL TO YOUR SATISFACTION. ALL IMPLIED REPRESENTATIONS, WARRANTIES AND CONDITIONS RELATING TO THE SERVICES ARE HEREBY DISCLAIMED.  NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.  YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS THROUGH THE USE OF THE SERVICES.


  1. Intellectual Property Rights
  1. We own (and retain) all intellectual property rights subsisting in any and all designs we create (including any design or floor plans) and all content on our website.
  2. Provided payment is made in accordance with the terms of payment above, we will grant you a non-exclusive license to use the intellectual property that is the subject of the Contract, only for the purposes for which we are engaged by you.   The license will become effective once the final design is provided.  You may not sell, assign or sublicense these intellectual property rights without our prior written permission. 
  3. We reserve the right to take such actions as may be appropriate to restrain or prevent infringement of our intellectual property rights.  
  4. Any license granted herein shall be automatically revoked if you breach any of these terms and conditions or if the Contract is cancelled in accordance with Section 6.  
  5. The licenses granted herein will apply only to the final design and will not include any draft concepts, images, designs or other material viewed by you.  These drafts may not be used other than in accordance with, and as contemplated by, the Contract without our express permission.  
  6. We will issue designs in our standard, non-editable format only.  If you require CAD or other information which could be manipulated by others, please inform us in advance.  We will only issue these at our sole discretion and subject to the acceptance of our Professional Indemnity insurers and this will be chargeable (typically at the remaining fee for the total project phase).
  7. You warrant that any document given to us will not cause us to infringe the intellectual property or other legal rights of any third party.
  8. We take pride in our workmanship and use photographs of our completed projects to show potential clients for marketing and promotional purposes.  As such, we reserve the right to use any design created by us and take photographs of your property, unless you would prefer that we not do so.  If this is the case, please advise us when accepting our Proposal that you do not agree to this.


  1. Events Outside of Our Control (Force Majeure):  We will not be liable for any failure or delay in performing the Services where such failure or delay is a result of any cause that is beyond our reasonable control.  Such causes include, but are not limited to: power failure, internet service provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism or war, governmental action, epidemic (including COVID-19) or other natural disaster, or any other event that is beyond our control.


  1. Other Important Terms
  1. We may transfer (assign) our obligations and rights under these Terms and Conditions (and under the Contract, as applicable) to a third party (this may happen, for example, if we sell our business).  If this occurs, you will be informed by us in writing.  Your rights under these Terms and Conditions will not be affected and our obligations under these Terms and Conditions will be transferred to the third party who will remain bound by them.
  2. You may not transfer (assign) your obligations and rights under these Terms and Conditions (or under the Contract, as applicable) without our express written permission.
  3. The Contract is between you and us.  It is not intended to benefit any other person or third party in any way and no such person or party will be entitled to enforce any provision of these Terms and Conditions.  Notwithstanding, we reserve the right to utilize third-party contractors without having to provide notice or obtaining your consent in connection with our performance of the Services
  4. If any of the provisions of these Terms and Conditions are found to be unlawful, invalid or otherwise unenforceable by any court or other authority, that/those provision(s) will be deemed severed from the remainder of these Terms and Conditions and the remainder will be valid and enforceable.
  5. No failure or delay by us in exercising any of our rights under these Terms and Conditions means that we have waived that right, and no waiver by us of a breach of any provision of these Terms and Conditions means that we will waive any subsequent breach of the same or any other provision.


  1. Governing Law and Jurisdiction 
  1. These Terms and Conditions and the Contract, including any non-contractual matters and obligations arising from them or associated with them, will be governed by, and construed in accordance with, the laws of the state of California (notwithstanding the state’s conflict of laws provisions).  All legal and equitable actions shall be submitted to the exclusive jurisdiction and venue of the State and Federal Courts situated in the State of California.


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