e-Decorating Terms

This Agreement is between Space Style Melbourne ABN 99 331 726 767 (‘Space Style’) and the Client.

IT IS AGREED AS FOLLOWS:

1 ACCEPTANCE

This Agreement includes any schedules, annexures, attachments relating to this Agreement that are provided with this Agreement, or separately, also form part of this Agreement. By proceeding with payment, the Client will be deemed to have read, understood and accepted to be bound by the terms and conditions contained herein, and that this digital version is the sole requirement for this Agreement to be binding on the parties. The Client acknowledges and agrees that if they do not accept these terms and conditions, they must not proceed with payment of the E-Decorating Services (‘the Services’).

2 DEFINITIONS 

In this Agreement, unless expressed or implied to the contrary:

Approved Purpose means the purpose specified in this Agreement.

Business means the business of Space Style and includes any Business carried on under any brand name associated with the Business, or by any subsidiary or associated entity of the Business.

Client includes any Person or Organisation (or Representative of any Person or Organisation) who is the named recipient of the E-Decorating Services.

Client Content means any content owned or held by the Client, which is relevant to the Services.

Client System means any computer or other technology system owned or operated by the Client, which is relevant to the Services.

Direction includes agreement, approval, authorisation, certificate, decision, demand, determination, explanation, instruction, measurements, notice, order, permission, rejection, request, and requirement.

E-Decorating means the digital interior design service for the purpose of providing recommendations, ideas, and guidance on interior furnishing, decorative items, and hard-finish materials only. 

Materials means any material that exists at the beginning of the Services and which is provided in connection with the Services, in whatever form, including but not limited to design boards, documents, specifications, reports, products, information, data, drawings, graphics, images, and any material provided in connection with the Services that is created, written, or otherwise brought into existence by or on behalf of Space Style during the performance of the E-Decorating Services.

Work or Works means any design, installation, specialist, building or construction works.

3 THE SERVICES

3.1 Provision of E-Decorating Services 

(a) The Services aim to provide end-to-end interior decorating service including, the selection of colour schemes, finishes, furnishings and decorative accessories in a four-step process. 

(b) The concept designs provided for the Services are not intended as professional interior design concept drawings, neither are they meant to be used for structural or construction purposes. 

(c) Any technical drawings in relation to the Works must be verified and provided by licenced architects, building designers, engineers, cabinet-makers, builders and/or other qualified tradesmen, and Space Style makes no guarantees or warranties in relation to any Works associated with the E-Decorating Services.

(d) The Services will be delivered digitally. 

(e) Two minor revisions are allowed for. Any further revisions to the final package will be charged at $90 per hour + GST.

(f) The Client agrees, where Space Style is engaged for additional services, the Client will be charged additional fees separately.

(g) The Client acknowledges and agrees all representations, recommendations and referrals made by Space Style are made in good faith, but that Space Style makes no warranties as to the suitability or reliability of third-party suppliers and contractors, or guarantees as to the outcome or results of the Services where applicable.

3.2 Payment for the Services

(a) The full amount payable for the E-Decorating Services will be charged to the Client prior to the provision of Services. 

(b) Where the agreed method of payment is via invoices, the Client agrees to pay all invoices issued by Space Style upon receipt of the invoice and in accordance with the due date, inclusive of GST, where applicable. The Client acknowledges Space Style will not commence the Services until payment of the invoice has been made.

(c) Notwithstanding clause 3.2(b), Space Style may use a payment-processing merchant for purchases and payments, or a payment platform. By purchasing the Services, the Client agrees to comply with these terms of purchase as well as those provided by the payment-processing merchant or payment platform. For further information on security, privacy and online payments, see Space Style’s Terms and Conditions and Privacy Policy.

(d) Where the charges to the Client’s nominated credit card are rejected or fail for any reason, or where invoices are not paid within the stipulated time, Space Style reserves the right to refuse commencement or delivery of work until due balances are paid. 

3.3 Goods and Services Tax 

(a) Unless otherwise specified, the Fees, trade commissions, and any other ancillary expenses outlined in the invoices are inclusive of GST. 

(b) If GST is payable in respect of a service or product provided under or in relation to this Agreement, the Client must pay to Space Style an amount equal to the GST payable on the service or product (GST Amount). The GST Amount is payable by the Client in addition to and at the same time as any consideration for the service or product.

3.4 Cancellations and Refunds

(a) E-Decorating Services are non-refundable. Any requests by the Client for refunds must be detailed in writing and will only be considered when options for remedies or replacements have been exhausted pursuant to the Competition and Consumer Act 2010 (Cth).

(b) If Space Style is forced to cancel the Services for any reason other than a Force Majeure event, the Client will be entitled to a refund for all or part of the Services that have not been provided. This clause has no effect on the Client’s obligations for payments to any third-party suppliers.

3.5 Client Obligations 

(a) The Client will be responsible to ensure they have the necessary computer hardware, software, and internet required for the provision of the Services. Space Style accepts no liability with regards to transmission, delay or inability to access the Services via the Client’s equipment, digital mediums or telecommunications operators.

(b) The Client is responsible for accurate measurements, dimensions, or any other information required for the provision of the Services. Space Style will not be held liable for any incorrect information with regards to floorplans, restrictive access or decorative items that may hinder the delivery of furniture, and failure to consider dimensions of doors and stairways.

4 PURCHASES, PRODUCTS AND DELIVERY

4.1 Products & Lead Times

(a) Space Style will provide digital samples of finishes where possible, however due to the variation of some products, these samples should be seen as indicative only.

(b) Product images on schedules are a guide and are indicative only. They may not be a true representation of the specified product.

(c) Colour changes in all materials, be it wood, lacquer, glass, fabric or leather may occur over time, therefore, in cases of completed works or replacements, any difference in tone that may occur shall not be grounds for return of the product.

(d) For goods Space Style has sourced from their trade suppliers, Space Style will place all orders and arrange delivery to the Client.

(e) URL links will be provided for recommended products from retail suppliers.

(f) All lead times are as accurate as possible and whilst Space Style endeavours to meet anticipated lead times, Space Style will not be responsible for extensions to lead times which, for various reasons, may occur outside of their control.

4.2  Ordering and Payment 

(a) Quoted items are valid for seven (7) days at date of issue and are based on quantities outlined. Any change to items in the quote may affect pricing and the quote may need to be reproduced for delay in acceptance.

(b) Placement of orders fourteen (14) days after receiving Space Style’s quote may be subject to an additional fee, where the original product is no longer in stock and an alternative product must be sourced.

(c) Space Style will not commit to the purchase of any goods from third-party suppliers on behalf of the Client unless the Client has paid to Space Style the full amount or deposit for the purchase, and the Client agrees they are responsible for the costs and payments of any and all goods sourced from third-party suppliers by Space Style, on the Client’s behalf.

(d) Full payment is required for stocked items and a partial deposit may be required to hold any items on back-order.

(e) Delivery costs for furniture, lighting and accessories are generally not included in the quote, as this is determined after the purchase order has been placed with the supplier.

(f) The Client acknowledges that a failure to pay the deposits or costs for purchase of the goods may cause delay to the Project, or other such consequence, of which Space Style will not be liable for.

4.3 Cancellations, Returns and Refunds

(a) The Client agrees that any good which has been ordered and delivered, can only be returned, exchanged, or refunded in accordance with the terms of the supplier, and may be subject to re-stocking and handling fees.

(b) Custom orders cannot be cancelled and are not restock-able or returnable.

(c) Orders that are not fulfilled are the responsibility of the supplier.

(d) In the case of faulty or damaged goods, the Client must notify Space Style or the supplier as soon as possible via email, with images attached where possible. Space Style will do all things necessary and reasonably required to assist the Client, but the repair, replacement or refund of damaged goods is the sole discretion of the supplier, and Space Style cannot be held liable in these circumstances.

4.4 Delivery

(a) Access limitations must be advised at the time of placing the order as deliveries that cannot take place due to access limitations are the responsibility of the Client. Doorways, stairwells and other points of entry or access must be taken into consideration. 

(b) Unless requested or noted, the delivery quote is made on the assumption that the delivery location is on the ground floor or is accessible via a suitable goods lift. It is the responsibility of the Client to ensure that goods lifts may be used at the agreed delivery time.

(c) In the event goods cannot be delivered due to access limitations, a suitable time for re-delivery will need to be arranged. In addition to the delivery charge associated with the unsuccessful delivery, a return-to-warehouse delivery charge and re-delivery charge may be payable depending on the supplier.

(d) At the time of receiving the goods, the Client will be required to inspect the goods and confirm the goods have been received in perfect condition. Any issues in relation to the condition of an item must be raised at the time of delivery and reported within forty-eight (48) hours.

5 CONFIDENTIAL INFORMATION AND PRIVACY

5.1   Obligations with Respect to Confidential Information

A Recipient:

(a) may use Confidential Information of the Discloser only for the purposes of this Agreement;

(b) must keep confidential all Confidential Information of the Discloser except:

(i) for disclosure permitted under this clause 5; and

(ii) to the extent (if any) the Recipient is required by law to disclose such Confidential Information; and

(c) destroy or return all Confidential Information immediately upon request.

5.2 Privacy

Space Style  agrees to comply with the Privacy Act 1988 (Cth), all other applicable privacy laws, and such other data protection laws as may be in force from time to time which regulate the collection, storage, use, and disclosure of information about identifiable individuals (‘Personal Information’) held by or on behalf of the Client to the extent that they are legally obligated to comply with these laws.

6. INTELLECTUAL PROPERTY 

6.1 Ownership

(a) The Client acknowledges Space Style owns all Intellectual Property rights in the Materials.

(b) Space Style grants the Client a royalty-free, revocable, worldwide, non-exclusive licence to use the Materials strictly for the Approved Purpose and Project, and without the right to grant a sub-licence or assign the licence or re-sell, share or commercially exploit the Materials.

(c) The Client will attribute Space Style as the correct author of the Materials.

(d) The Client consents to Space Style using the Materials for social media posts for promotional and inspirational purposes only, provided the Client’s privacy is maintained.

7 LIABILITY

7.1  Total Liability

To the fullest extent permitted by law (and to the extent permitted under Australian Consumer Law), the total liability of Space Style under or in connection with this Agreement in respect of all Claims (if any) is limited to the Fees paid or payable for the Services and in any event, will never exceed the available proceeds of the professional indemnity and/or public liability insurance coverage of Space Style (as varied from time to time). Notwithstanding, nothing in this Agreement is intended to limit any Australian Consumer Law guarantees or warranties that may apply to the Services and that cannot be excluded.

7.2   Consequential Loss

In no case shall Space Style, its officers, employees, affiliates, agents, contractors, or licensors be liable for any Consequential Loss arising from the Client’s failure to provide Client Content or approve the Materials within a reasonable time, failing the use of any of the Services or for any other Claim related in any way to the Client’s use of, or reliance on, the Services, the Material provided as part of Space Style’s consultation package, website, platforms and/or content or designs or drawings including, but not limited to any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of any content posted, transmitted, or otherwise made available via the Services, even if advised of their possibility.

7.3   Indemnity 

The Client indemnifies and must keep indemnified Space Style against all Claims and Losses suffered by Space Style arising out of any breach of this Agreement by the Client, any act or omission of the Client, and any breach of a law by the Client, except to the extent the Claim or Loss is directly caused or contributed to by a reckless or negligent act or omission of  Space Style.

7.4  Warranties and Guarantees

The Client represents and warrants that all the information, instructions and representations provided for the purposes of this Agreement are true, correct, accurate, current and complete.

8 DISPUTE RESOLUTION

(a) The parties must use reasonable endeavours to resolve all disputes through negotiation.

(b) If the dispute cannot be resolved through negotiation between the parties within fourteen (14) days of the dispute arising, either party may commence proceedings.

 

9 GENERAL 

9.1 Severability

If any provision or part of this Agreement is void or unenforceable for any reason, then that provision or part will be severed from this Agreement and the rest of this Agreement shall be read as far as possible as if the severed provision or part had never existed.

9.2 Entire agreement and variation

The parties agree that this Agreement is the entire agreement between Space Style and the Client in respect of this arrangement and supersedes any other communication or understandings  (whether written or oral) between Space Style and the Client in that regard and any changes to this Agreement must be agreed in writing between Space Style and the Client prior to the changes coming into effect.

9.3 Governing law

This Agreement is governed by the laws applicable in the state of Victoria, Australia, and the parties agree to irrevocably submit to the exclusive jurisdiction of the courts of Victoria. 

9.4 Survivorship

Clauses 1, 2, 5, 6, 7, 8and this clause 9.4 survive any expiration or termination of this Agreement and will have effect for the benefit of the parties.