Terms & Conditions

Designer On Call Package

* 4-month term - Packages expire 4 months from the date of purchase

* Non-refundable - no refunds or returns under any condition

* Non-transferable - Packages can not be carried over to new packages, unused hours will expire

Designer On Call Services Include: 

1. Ten (10) total hours of scheduled time with Studio Laloc designer

2. Scheduled meetings via Zoom, FaceTime, or phone calls during our normal business hours Monday - Friday between 10am and 6pm PST. 

3. Email correspondence and communication

4. Paint Color recommendations, narrowing furniture options, advice on materials, finish recommendations, selection advice, room layout guidance, sourcing retail accessories, styling advice via zoom, review of client produced presentation or Pinterest boards.

5. Orders will only include to-the-trade wallpaper, fabric by the yard and non-custom drop ship items. *See below Purchasing Services regarding product orders.

Limitations: We strive to provide you the best possible experience while helping you fulfill your home goals, but in order to keep our commitments to all of our clients we do have some restrictions.

1. No in-person meetings

2. All meetings/phone calls must be scheduled in advance

3. No communication via text message or DM

4. We don’t assist in ordering any custom goods or products with order management and extended lead times.

5. Clients must be present for any meetings or communication with vendors or contractors

6. Designer will only support in developing moodboards, renderings, design concepts, space plans, and/or construction drawings during scheduled meeting times

Purchasing Services

Ordering of Select To-The-Trade Fabrics, Wallcoverings and Non-Custom Items

Includes:

1. When applicable, determined by Studio Laloc, we will place orders on to-the-trade fabrics, wallcoverings and furnishings.

2. The designers are responsible for placing orders on items specified by Studio Laloc.

3. Communication or time spent developing purchase orders, placing orders, organizing deliveries and any initial repairs made to the furniture upon delivery organizing deliveries will be deducted from the designer-on-call hours.  

4. If ordering is expected to exceed DOC hours, Studio Laloc will notify clients and request additional payment for hour(s) before continuing order placement; the hours will be billed at $700/per hour.

Excludes: 

1. Accepting and receiving items.

Clients must be responsible for unboxing or accepting any deliveries in regards to items sourced by Studio Laloc. Clients must immediately (upon delivery) inspect and document the condition of the items for damages and notify Studio Laloc. Studio Laloc will determine if the items are fit to be accepted and will communicate with the vendor or delivery company about replacements or refunds. Many companies will not accept returned items that haven’t been inspected within 24 hours of delivery. No exceptions.

Hours beyond 10 hour package for Purchasing Services to be billed hourly at $700/hour + commission

* Projected hours subject to designer’s discretion

* Communication time with clients included in billed hours

* Additional hours must be paid in advance of projected hours

* Due to the nature of orders for sampling purposes, we request advances against expenses.

Billing Structure

1. Designer on Call Services Package

For this service, Studio Laloc will provide 10 hours of design consulting time that is to be paid in full, prior to commencing consulting work. These hours must be used within 4 months. Hours are non-refundable and non-transferable. 

2. Out Of Scope Purchasing Services Rate (OOS Rate)

Any services required beyond the 10 hour DOC block will be considered out-of-scope services. Our fee for OOSS is $700/hr and will be billed and paid in advance.

3. Purchasing Commission

Studio Laloc will be responsible for placing orders on all items that we specify. Included in the price of the goods is a purchasing commission fee for all merchandise or work specified for the project. This fee will be applied to the total pre-tax trade amount of the merchandise. Clients are responsible for any taxes or shipping fees. 

5. Advance on Expenses

We are not to be responsible for any expenses in relation to your project. If for any reason, at any time during the course of this project shall we require funds for samples, shipment of samples, etc, the client must incur these costs. Studio Laloc will submit an invoice for advance of expenses, which is to be paid in full before proceeding.

Additional Terms That Apply to Both Designer On Call and Out Of Scope Services

1. We have ownership of our Intellectual Property. Studio Laloc hereby retains and reserves its right, title, interest and ownership of any and all original artwork, sketches, designs, elevations, exhibits, models, or attachments, including without limitation, copyrights, renderings, all deliverables, works, inventions, improvements, discoveries, processes or other properties made or conceived by Studio Laloc (collectively, “Design IP”) pursuant to this Agreement or arising out of or relating to the Project, and all Moral Rights related thereto. Client acknowledges and agrees that the Design IP, and all rights and property related thereto, shall remain solely the property of Studio Laloc, whether developed independently by Studio Laloc or jointly with Client, Industry Professionals or others (collectively, the “Design IP”). Client shall not use (and shall not permit any third party to directly or indirectly use) any Design IP for any additions to the Project or for any other project without obtaining Studio Laloc’s prior written consent, which may be withheld in its sole discretion. Upon receipt of all Fees relating to the Project, Studio Laloc hereby grants to Client a limited, revocable, non-assignable, non-transferable, fully paid, license to use the Design IP for the sole and exclusive purpose of completing the Project that is the subject of this Agreement. Studio Laloc hereby expressly reserves the right to use the Design IP for use on its website, through social media, in connection with any advertising, and in Studio Laloc’s business portfolio. “Moral Rights” means, collectively, rights of paternity, integrity, modification, disclosure and withdrawal, and any other rights throughout the world that may be known as or referred to as “moral rights,” “artist’s rights,” “droit moral,” or the like.

2. Publicity. Studio Laloc shall have the right to document the Project, both in progress and when completed, by photography or other means, which we may use for portfolio, brochure, public display, advertisement, social media and similar publicity purposes. The general location of the Project may be used in connection with the documentation. In addition, if Client directly or indirectly documents the Project, Studio Laloc hereby retains all rights of attribution and Moral Rights and shall be given credit as the designer for the Project. If the Client intends to publish the results of the Project anywhere and through any means (whether via magazine, blog, pictures, video, social media posts, or otherwise), Client acknowledges and agrees that it shall provide Studio Laloc with not less than fifteen (15) days’ prior written notice of the proposed publishing of the Project, and Studio Laloc, and Lauren Caron, shall be credited as the designer or consulting designer on the Project.

3. Confidential Information. Each party acknowledges that in connection with this Agreement it may receive certain confidential or proprietary technical, design and business information and materials in any medium whatsoever of the other party or its representatives, including without limitation any unused Design IP that may be shared by Studio Laloc with Client but otherwise rejected by Client for use in the Project (“Confidential Information”). Each party, its agents, representatives and employees shall hold and maintain in strict confidence all Confidential Information, shall not disclose Confidential Information to any third party, and shall not use any Confidential Information except as may be necessary to perform its obligations under the SOW or except as may be required by a court or governmental authority. Notwithstanding the foregoing, Confidential Information shall not include any information that is in the public domain or becomes publicly known through no fault of the receiving party, or is otherwise properly received from a third party without an obligation of confidentiality to any party hereunder with respect to the Confidential Information.

4. Relationship of Parties. This Agreement is intended by both parties to create an independent contractor relationship between the parties. This Agreement is not an employment Agreement, nor does it constitute a joint venture or partnership between the parties. Nothing contained herein shall be construed to be inconsistent with this independent contractor relationship. Studio Laloc shall utilize its own independent judgment and discretion in the performance of the Services, and Client shall have no right to supervise or control as to the means and manner of such Services, including the time, location, and sequencing of performance of such Services.

5. WARRANTIES. All Services, Deliverables and any Merchandise provided under these terms are provided “as-is,” “where-is” and “with all faults and defects.” STUDIO LALOC MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, BY STATUTE OR OTHERWISE, AND STUDIO LALOC HEREBY DISCLAIMS ANY OTHER WARRANTIES, WHETHER WRITTEN OR ORAL, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION ANY WARRANTY OF QUALITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ANY WARRANTY RELATED TO ANY MERCHANDISE, ANY DELIVERABLES OR THE SERVICES, OR COMPLIANCE WITH LAWS OR GOVERNMENT RULES OR REGULATIONS APPLICABLE TO THE SERVICES.

6. LIMITATION OF LIABILITY. IN ALL CIRCUMSTANCES, THE MAXIMUM LIABILITY OF STUDIO LALOC, ITS MEMBERS, MANAGERS, EMPLOYEES, AGENTS, REPRESENTATIVES AND AFFILIATES, TO CLIENT FOR DAMAGES FROM ANY AND ALL CAUSES WHATSOEVER, AND CLIENT’S MAXIMUM REMEDY, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT,TORT OR OTHERWISE, SHALL BE LIMITED TO THE NET PROFIT OF LALOC. IN NO EVENT SHALL STUDIO LALOC BE LIABLE FOR ANY LOST DATA OR CONTENT, LOST PROFITS, BUSINESS INTERRUPTION OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THE MERCHANDISE, DELIVERABLES OR THE SERVICES PROVIDED BY STUDIO LALOC, EVEN IF LALOC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

The obligations of Studio Laloc under this Agreement do not constitute personal obligations of the individual managers, members or owners of Studio Laloc, and Client shall not seek recourse against the individual managers, members or owners of Studio Laloc or any of its managers’, members’ or owners’ personal assets for satisfaction of any liability with respect to these terms.

7. Indemnification. Client agrees that it shall defend, indemnify and hold harmless (and pay any and all other expenses and attorneys’ fees in connection therewith) Studio Laloc and its respective managers, members, employees, representatives, contractors and agents (collectively, the “Laloc Parties”) from and against any and all liability, loss, liens, claims, damages, expenses, fees and/or actions arising from or relating to any breach of Client’s obligations set forth in this Agreement; any claim or cause of action by any third party, including, without limitation, Industry Professionals, against the Laloc Parties for the Services, Deliverables or any fees owed to such Industry Professionals, or arising out of or related to Client’s actions or omissions resulting in infringement, negligence, tortious action, violations of law or harm to third parties.The provisions of this Section shall survive the termination of this Agreement.

8. Insurance. From the Effective Date and through the expiration or earlier termination of this Agreement, Client, at its sole cost and expense, shall provide and maintain insurance against loss, liability and/or damage to the Project Site (“Liability Insurance”). If required by Studio Laloc, Client shall name Studio Laloc as an additional insured with respect to such Liability Insurance. On or before the commencement of Services for the Project, Client shall provide Studio Laloc with insurance certificates accurately evidencing that the Liability Insurance required herein and evidencing that such Liability Insurance is in effect for the Project Site.

9. General.

A. Modification of these Terms. Subject to the terms and conditions of this Agreement, any amendment or modification of this Agreement or additional obligation assumed by either Party in connection with this Agreement will only be binding if evidenced in writing signed by each Party.

B. Costs and Legal Expenses; Remedies Cumulative. In the event that legal action is brought to enforce or interpret any term of this Agreement, the prevailing Party will be entitled to recover, in addition to any other damages or award, all reasonable legal costs and fees associated with the action. In addition to the foregoing, Client agrees to pay all reasonable expenses, fees and costs which Studio Laloc incurs by reason of Client’s breach of this Agreement (including, without limitation, for non-payment of any Fees due under this Agreement), in the enforcement and collection of the amounts owing, and such amounts shall become a part of the indebtedness evidenced by this Agreement. The rights and remedies under this Agreement are cumulative and are in addition to and not in substitution for any other rights and remedies available at law or in equity or otherwise.

C. Assignment. Neither party may assign this Agreement or the obligations hereunder without the express written consent of the other. Notwithstanding the foregoing, Studio Laloc shall have the sole and exclusive right and authority to subcontract, assign or license its rights, obligations and duties set forth in this Agreement to its respective subcontractors as it determines is necessary to complete the Services and Deliverables herein.

D. Entire Agreement. This Agreement, together with any applicable SOWs, and any Exhibits expressly incorporated herein, collectively constitutes the full, final and entire understanding of the parties with respect to the subject matter set forth herein, and there are no other promises or conditions in any other agreement whether oral or written concerning the subject matter of this Agreement. This Agreement supersedes and replaces any prior or contemporaneous written or oral agreements between the parties regarding the subject matter set forth herein.

E. Governing Law; Venue. This Agreement and all disputes arising out of this Agreement will be exclusively governed and interpreted by the laws of the State of Washington as it applies to contracts executed and performed within the State of Washington by parties domiciled in the State of Washington, without reference or regard to Washington’s conflict of laws provisions. The parties hereby irrevocably and unconditionally agree to submit any legal action or proceeding relating to this Agreement to the non-exclusive general jurisdiction of the courts of the State of Washington located in King County and the courts of the United States located in the Western District of Washington and, in any such action or proceeding, consent to jurisdiction in such courts and waive any objection to the venue in any such court.

F. Severability. Each provision of the Agreement shall be considered severable such that if any one provision of clause conflicts with existing or future applicable law, or may not be given full effect because of such law, this shall not affect any other provision of the Agreement that can be given effect without the conflicting provision of clause; provided however, that such provision shall be modified, to the minimum extent possible and necessary, to be in enforceable to the fullest extent and in compliance with any such applicable laws, prior to it being severed from this Agreement in its entirety.

G. Waiver. The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party’s right to subsequently enforce and compel strict compliance with every provision of this Agreement. Any waiver shall not operate as, or be construed to be, a waiver of any subsequent breach of this Agreement.

H. Force Majeure. Studio Laloc shall be excused from the performance of its applicable obligation(s) under this Agreement to the extent that such performance is made commercially impracticable, illegal, or impossible by an event of Force Majeure that is beyond Studio Laloc’s reasonable control. Such excuse of performance shall be continued for so long as the condition constituting Force Majeure continues and Studio Laloc takes reasonable efforts to remove the condition or otherwise perform the affected obligation(s). For purposes of this Agreement, “Force Majeure” shall mean acts of God, strikes, civil disturbances, fires, earthquakes, governmental order or proclamation, outbreak or pandemic, inclement weather, equipment failure, acts of terrorism, floods, explosions, riots, war, rebellion, sabotage or failure or default of public utilities or common carriers.

I. Non-Disparagement. Client agrees that Client will not take, support, encourage, induce or voluntarily participate in any action or attempted action that would negatively comment on, defame, disparage, or call into question the business operations, policies or conduct of Studio Laloc, or to act in any way with respect to such business operations, policies or conduct that would damage Studio Laloc’s (or its employees’, agents’, members’ or managers’) reputation, business relationships, character or present or future business.Client agree not to make any false, misleading or disparaging representations or statements about Studio Laloc or make any statement that may impair or otherwise adversely affect Studio Laloc’s goodwill or reputation, or solicit or encourage any third party to do so.

J. Notices. Any notice required or permitted by this Agreement shall be in writing and delivered in person, mailed by certified or registered mail, postage prepaid, or sent via email to the appropriate designated address of the intended recipient, at the addresses referenced herein.

K. Legal Counsel. The parties have participated jointly in the negotiation and drafting of the Agreement.In the event an ambiguity or question of intent or interpretation arises, the Agreement shall be construed as if drafted jointly by the parties and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of the Agreement.

If this Agreement meets your approval and you accept the terms, please continue to our Onboarding Questionnaire.