Terms and Conditions

Expiration:
Quotes expire 10 days from date issued unless otherwise noted.

Cancellation and Changes:
Buyer cannot cancel this Sales Agreement except with the mutual consent by seller, which must be obtained in writing. Likewise,
any changes or modifications to this Sales Agreement must be in writing and signed by the party against whom enforcement is
sought.

1. Description of Services. This Agreement is inclusive of all the services listed on attached Exhibit A which is expressly made part of
this Agreement (“the Services”). All interior design services listed on Exhibit A shall be completed according to the schedule listed on
Exhibit A. The Services shall be provided for Client for Client’s property located at
___________________________________________.

2. Payment. Payment will be accepted in the form of cash, money order, check, or credit card as agreed by the Company (OPO). The
amount of the Payments due and owing by Client to OPO for the Services are as listed on Exhibit A. All payments are
inclusive of any taxes and fees and will be due 50% upon the signing of this Agreement and 50% upon the completion of the
Services. Any payments not received within thirty (30) days of their due date will be considered late. Late payments will be subject to
a 10% late fee, in addition to any fees incurred by OPO in collecting payments for services rendered, including but not
limited to reasonable attorney fees. The work product of the Services provided by OPO to Client shall be the rightful
property of Client upon full payment of all sums due and owing under this Agreement. If Client is a corporation, LLC, or similar entity,
the person signing this Agreement personally guarantees payment of Client’s fee. Client cannot withhold more than twice the
amount of a punch item for final payment.​

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3. Installation. Quoted installation includes the following standard terms, client is responsible to disclose any situation or circumstance that may violate the following terms prior to quote approval. The Company can waive or alter any of the following terms by presenting alterations to the client in writing and alterations must appear on the quote materials. 

Installation Terms:

Non-union labor and materials. To receive all product at OPO. Up to 2 weeks of product storage is included, extended storage times may result in additional charges. Additional charges may also be incurred for the following: No access to the work site or space, work stoppage, or acts of God that prohibit access to the work site. All changes should be provided to OPO for review and OPO will reserve the right to re-quote any project changes. Quote is based on space being free and clear of all debris, unless otherwise specified the space should be free of all personal items and existing furniture. Quotes are based on working normal business hours for receiving and installation. Stair carry is not included in any quoted price unless expressly requested and stated on quote materials. If security and safety protocols delay install start this may incur extra charges. Client to provide all final electrical terminations and all data services as well as installation of computers, monitors, cable management, and other related services. Quotes are based on provided BOM, changes to final BOM may result in quote revision. 

4. Disclaimer. OPO is an interior design and furniture company. OPO is not and does not hold itself out as a
licensed architect or engineering firm. The Services provided by OPO to the Client are for design purposes only, and OPO is not and will not provide any architectural and/or engineering services. Client shall be solely responsible for hiring the
necessary architectural and/or engineering professionals at Client’s sole expense which shall be separate and apart from this
Agreement. The Services provided by OPO shall be for informational and schematic purposes only. No Services or work
product prepared by OPO shall be relied upon by Client unless the drawings prepared by OPO are stamped by a
licensed architect verifying the soundness of the drawing and the Services. OPO shall provide the work product of its
Services to Client in a CAD format file which is subject to edits by Client or third-parties Client provides the CAD file to. Client hereby
releases OPO from any and all liability Client may endure as a result of edits made to the CAD file not made by OPO.

5. Indemnification. Client agrees to hold OPO harmless in the instance of injury, loss, or damages beyond OPO's
control during and after the term of this Agreement. OPO provides no express or implied warranty of any kind for the
Services provided. OPO hereby excludes any warranty of merchantability or fitness for a particular purpose. Any warranty
Client is entitled to from a manufacturer, supplier, contractor, or other professional shall be between Client and said manufacturer,
supplier, contractor, or other professional, and OPO shall in no way be obligated to engage in, initiate, or support any
warranty claims.

6. LIMITATION OF LIABILITY AND DAMAGES. OPO assumes no liability for the cost or repair for any damages caused by
the Services OPO provides to Client. This includes, but is not limited to, damages as a result of drawing errors in the
Services provided by OPO to Client. In all cases, OPO’s liability is limited to liquidated damages in an amount not
greater than the fee Client paid OPO for the Services OPO provided pursuant to Paragraph 2 above. Client waives
any claim for actual, consequential, exemplary, special or incidental damages, losses, or penalties regardless of the legal or
equitable theory asserted, including contract, negligence, warranty, strict liability, statute, or otherwise. Client acknowledges this
liquidated damages clause is not a penalty, but that the parties intend it to: (a) reflect the fact that actual damages may be difficult or
impracticable to ascertain; (b) allocate risk between the parties; and (c) enable OPO to perform the Services for the agreed-
upon fee. Client will have no cause of action against OPO after one (1) year from the date the Services are completed,
regardless of when the cause of action may arise.

7. Force Majeure. In the event an act of God or an occurrence outside of the parties’ control takes place and prohibits this
Agreement’s fulfillment, the parties will be responsible for notifying one another in a timely manner. Upon notification, measures shall
be taken to allow this Agreement to be completed, including changes to the Agreement end date as well as the allowance of another
company to complete any portions OPO is unable to complete. If any acts that are beyond either party’s control interfere
with the completion of the Services, OPO shall be entitled to payment for the Services actually rendered up to that point in
time. No further losses or damages will be granted to either party.
 

8. Venue and Jurisdiction. Client agrees that the exclusive venue for any litigation arising out of this Agreement shall be in the state
courts of Genesee County, Michigan. In the event of any lawsuit, Client agrees to pay all of OPO’s legal costs, expenses, and
attorney’s fees incurred in defending that claim. Client agrees to waive a trial by jury in any claim Client brings against OPO.

9. General Provisions. If a court declares any provision of this Agreement invalid, the remaining provisions remain in effect. This
Agreement represents the entire agreement between the parties, and the parties acknowledge there are no terms as part of the
parties’ agreement other than those terms expressly set forth herein. All prior discussions are merged into this Agreement. No
statement or promise by OPO shall be binding unless reduced to writing and signed by one of the Company’s authorized
officers. Any modification of this Agreement must be in writing and signed by Client and by one of OPO’s authorized officers.
This Agreement shall be binding upon and enforceable by the parties and their heirs, executors, administrators, successors, and
assignees. Client may not assign this Agreement. No provision of this Agreement is to be interpreted for or against any party because
that party or that party’s legal representative drafted the Agreement or its provisions.