APPLICATION OF THIS SCHEDULE

1.        This Schedule applies to all interior design contractual engagements undertaken by Dochia, whether performed under a fixed-fee agreement, hourly agreement, retainer, allowance, additional service authorization, or any combination thereof.

2.        A client may engage Dochia under one or more such engagements during the same project or across different projects. The parties expressly acknowledge and agree that, unless specifically consolidated in writing into a single agreement, each engagement, scope of work, fee structure, retainer, allowance, or authorization to proceed constitutes a separate and severable contractual arrangement, supported by its own consideration and promise to pay, with its own scope of services, responsibilities, limitations, and payment obligations. The commencement, continuation, modification, completion, suspension, or termination of one such arrangement does not merge with, modify, extinguish, or otherwise affect the contractual obligations arising under another.

GENERAL TERMS

3.        Client is to designate an authorized agent that shall be responsible with all design decisions approvals and provide a detailed itemized list of project requirements.

4.        Ability to read and understand and comfortably approve orthographic drawings is a must.

5.        The client representative authorized to approve design decisions, give project go-aheads, approve Furnishing/accessorizing funds and disburse payments shall be present at all review meetings and shall review and respond to all electronic reviews material submissions.

6.        Deadlines and design turn-around time are dependent on client turn-around time for progressive and final go-aheads and approvals, changes and third-party schedules and turn-around time.

7.        The Designer is not responsible for costs and timelines of services provided by others. The Designer does not certify the accuracy of information provided by others.

8.        The Designer is not responsible for the quality of materials purchased or installed at project location. The Designer will, upon request and outside the scope of work as outlined, review and comment on guarantees and warranties as provided thru General Contractor by suppliers and manufacturers.

9.        When an architect is required, the designer will submit all interior design documents to architect. The Architect will act as the main/prime consultant for all other consultants. The Architect shall ensure that the interior design as presented in the working drawings is in conformance with all applicable codes and regulations.

10.      Drawings, Specifications and Notes issued are to only be used for the Project herein. The client is to not use the drawings, specifications and notes on other projects or for the completion of this project by others without a formal written agreement on terms of use and compensation to designer.

11.      MEETINGS: Only the meetings and reviews expressly included in the Fixed Scope are included in the Fixed Fee. Where additional meetings, reviews, revisions, options, or decision-making rounds are required beyond the prescribed Fixed Fee Process, the resulting work automatically falls under the Flexible Scope Contract and is billed at the applicable hourly rates.

SCOPE OF WORK

12.      Interior Design Scope of Work is defined by the Process + Deliverables required to perform the service, together with the respective Designer and Client responsibilities. The building, room, area, product, or other subject to which the services relate is the Area or Object of Work and does not itself define the Scope of Work.

PROCESS

13.      The design process is to be as per Dochia office standards. If specifically requested, custom processes can be accommodated. Additional fees due to custom setups will apply and be billed hourly.

14.      The design process will progress in Rounds of design that are cyclical and include 3 steps per round: 1). design (DID) + 2). Reviews, with purpose of either approve or obtain feedback to revise (DID and client) + 3). Design revision (DID). Refer to Schedule B for process outline and rounds of design included.

15.      The interior design scope of work will be split in “Batches” which are categories of items that require client decision for Dochia to proceed. Batches are determined by Dochia and are specific and suited to each project’s scope of work. Rounds of design are sub-split per-batch until all approvals are obtained. More batches can be discussed within the same review. Number of rounds included in contract are total for the project, not per batch.

16.      The design shall proceed on the premise that the design includes a single design scheme with possible minor variations if and as illustrated in Letter of Agreement. Refer to Letter of Agreement for complete inclusions and exclusions.

17.      Optimum frequency of reviews: Reviews are to be set at min. 12 to 16 work-day interval not counting the days of review and dependent on third party turn-around time.

18.      Meetings are at 1.5 to 2.5 weeks interval unless otherwise discussed. Electronic packages sent ahead of meeting must be reviewed and comments prepared prior to meeting. The scope of interior design presentations and reviews is to obtain progressive approvals and sign-offs. They are required to continuously refine the design and move project forward.

19.      All design work and reviews are to take place within standard office hours. Exceptions are possible subject to availability and may extend the review meetings time intervals.

20.      Changes requested after design approval or after a go-ahead has been given do not modify or reopen the Fixed Scope. Any resulting work automatically falls under the Flexible Scope Contract and is tracked and billed at the applicable hourly rates.

21.      Only the meetings and reviews expressly included in the Fixed Scope are part of the Fixed Fee. Any additional meetings, reviews, revisions, options, or related design work beyond the prescribed process automatically falls under the Flexible Scope Contract and is billed at the applicable hourly rates.

22.      When packages or requests for information are issued to the Client, consultants, or other team members, the respective recipient is responsible for responding within the project timeframe allocated. Repetitive follow-up, monitoring, status tracking, or administrative management of responses is excluded from the Interior Design Scope and, where provided, forms part of a separate DSC contractual engagement. Delays caused by response times of others are reflected in the project schedule and are not the responsibility of Dochia.

DELIVERABLES

23.      Level of detail and accuracy in drawings is directly related and will be based on level of detail and accuracy in base drawings, i.e. drawings of existing conditions, or architectural plans, submitted by the Client and certified by others.

24.      Drawings, Specifications and Notes are to be as per Dochia office standard format and data presentation that are fully compatible with, and above industry standards. If specifically requested, custom formatting of information can be accommodated. Additional fees due to custom setups will apply and be billed hourly.

25.      Description of deliverables:

a.       Vision and Branding Package: Outline of general key concepts, ideas and planning for the scope of work requested and presented in verbal and sample visuals form.

b.       Concept Design Package: Schematic outline of the “look” of the spaces included in scope of work illustrated through diagrams, sample images, sketches, generic products and material selections.

c.       Design Development Package: More information on the outline of the “look” of the spaces than included in Concept design but not a fully coordinated and complete set of construction documents. This set commonly includes: finishes options, drawings of various level of completion that give an indication of design intent without providing all that is required to build, generally this package is a loose guideline of the major components of the interior design project and it may contain:  drafted drawings, diagrams, sample images, sketches, some generic and some specific products and material selections.

d.       Construction documents Package: Set of drawings and specifications that clearly identify what interior elements are to be build and where, what exact finish goes where and how different custom and semi-custom components are connected and installed. Note that not all construction packages are produced at same level of detail: Level of detail of drawings to be provided in IFC sets shall be in relationship to design package selected from Basic, to Standard, to Extended and A la Carte. Refer to proposal specifics for more information. Each deliverables package shall be sufficient for the scope of work as outlined. If IFC package has no designation it is to be understood as “basic” and as it is customary in the respective type of project.

26.      The design deliverables are basis for manufacturing of various products and order of materials however, shop drawings, mockups, submittals and site meetings are essential in ensuring the concept design is successfully implemented.

PRE-CONSTRUCTION PROCESS MANAGEMENT EXCLUSION

27.      All Interior Design engagements expressly exclude pre-construction management, design process management, prime-consultant functions, consultant administration, schedule management, project coordination management, billing review, reporting, and other management or administrative services unless specifically included in writing. Where provided, such services are undertaken under a separate DSC contractual engagement and are not part of, or an extension of, the Interior Design Scope of Work.

FEES and TERMS OF PAYMENT

28.      Fees are for deliverables and processes and hours allocations as described in contract. Changes to either process or deliverables are not included in fixed fees and will incur additional charges.

29.      Fee allowances for tasks that are billable hourly are not fixed. Such task are understood to be billed at hourly rates regardless of the allowance suggested.

30.      Invoices will be issued in a two-tiered system: refer to fixed fees and hourly rates below respectively.

31.      Fixed fees and hourly rates are exclusive of disbursements and tax.

32.      No deductions shall incur from the designer’s payments for any claims or charges to the client by a third party.

33.      In case of late or no payment Dochia reserves the right to transfer funds from hourly rates retainers to fixed fee invoices and vice-versa.

34.      If any amount owing by the Client remains unpaid for more than ninety (90) days, Dochia may apply any unused retainer held for that Client toward the outstanding balance, regardless of the engagement under which the retainer was originally provided.

Fixed Fees

Fixed fees are lump sum amounts for the fixed scope of work as outlined in the fixed-fee contract.

35.      Fixed fees are estimated as a combo of service and are in direct relationship to:

a.       Number of Meetings, Review and Approval time as outlined below. Should further reviews be required for approvals, such reviews and subsequent document revisions will be billed at staff rates.

b.       Receiving all requirements at the beginning of the project. Requirements are everything that you would like us to take into consideration in design and include: clear aesthetic preferences; specific practical requirements and any other particular client requirements for all the numbered categories below. Should design intent change later, client understands that additional fees may incur due to change in requirements.

36.      Fixed Fee Process: Each fixed-fee task includes a defined multi-step process, as identified in the Fixed Fee Work Schedule, including the prescribed sequence of preparation, presentation/review, client feedback or approval, revision where applicable, and completion/delivery. The fixed fee includes only the Client communication required to complete that prescribed process. For communication inclusions, limitations, and exclusions, refer to the Communication section of these Terms and Conditions.

37.      Any request for reimbursement due to a substantially shorter process and hours of design will be assessed after project completion and full fee payment. For example: if design occurs with less rounds of revisions it does not automatically translate into a reduction of the fixed fees. Before a refund is considered, any reduction in revision/meeting time will be assessed in combination with any other scope creep that may have been occurred with other subservices independent of the reason of such scope creep. Dochia reserves the right to not reimburse for what may be perceived as less time if, in fact overall, the project has proceeded within staff time allocations as per estimate.

38.      Work-start deposit is due prior to work commencing and shall be applied towards the last fixed-fee invoice.

39.      Changes to the prescribed Fixed Fee Process do not modify or expand the Fixed Fee Scope. Any work resulting from a Client request to depart from Dochia’s prescribed process automatically falls under the Flexible Scope Contract and is tracked and billed at the applicable hourly rates. Where foreseeable, Dochia will advise the Client before proceeding.

40.      Changes to the prescribed Fixed Fee Deliverables do not modify or expand the Fixed Fee Scope. Any work required to prepare, revise, divide, repackage, reissue, or otherwise deliver documentation differently from the deliverables defined in the Fixed Fee Work Schedule automatically falls under the Flexible Scope Contract and is tracked and billed at the applicable hourly rates.

41.      Billing cycle: Invoices for fixed fees and project expenses, are to be issued by-weekly or monthly [maximum] in direct relationship to hours spent, overall progress and work to be undertaken in the next invoicing interval. Invoices are due upon receipt and payable within 30 days. If payments are overdue, a stop-work order will be instated until payment is received or alternate arrangement reached. Monthly interest of 2% will apply to overdue payments.

a.       Fixed Fees are based on the number of meetings, reviews, approvals, and decision-making rounds expressly identified in the Fixed Fee Work Schedule. Any additional meetings, reviews, revisions, or related work beyond the prescribed process automatically falls under the Flexible Scope Contract.

b.       Fixed Fees assume that all project requirements relevant to the Fixed Scope are identified at the outset. Requirements include aesthetic preferences, practical requirements, operational requirements, and other Client criteria applicable to the work. Changes or new requirements introduced after commencement do not modify the Fixed Scope; resulting work automatically falls under the Flexible Scope Contract.

42.      Progress invoices for fixed fee are final and binding when issued.

43.      A shorter-than-anticipated Fixed Fee Process does not automatically result in a reduction of the Fixed Fee. Fixed Fees are lump-sum consideration for the defined Process + Deliverables and are not reconciled against actual hours unless expressly stated otherwise in the applicable agreement.

44.      Fixed Fees assume that work proceeds continuously within a reasonable project timeline. If work is stopped or materially delayed, Dochia may issue a progress invoice at that time. Work required to restart, reorient, update, or re-establish the project after an extended delay automatically falls under the Flexible Scope Contract and is billed at the applicable hourly rates.

45.      Custom product design may include concept design where expressly identified in the applicable Fixed Scope. Research, development, prototyping, technical development, manufacturer coordination, or other work beyond the defined concept-design deliverable is outside the Fixed Scope and automatically falls under the Flexible Scope Contract unless separately governed by another applicable agreement.

46.      Where Dochia supplies a custom product directly, applicable development costs may be incorporated into the product price as identified in the applicable purchase agreement. Where the Client purchases through a third party, related research, development, coordination, review, or design services fall under the Flexible Scope Contract and are billed at the applicable hourly rates.

47.      Where mock-ups or prototypes are required, all manufacturer costs and related disbursements are separate from professional fees. Designer time required to coordinate, review, revise, meet, obtain approvals, or otherwise administer the prototype process falls under the Flexible Scope Contract and is billed at the applicable hourly rates.

Hourly Rates

48.      Hourly rates apply to all services and deliverables performed under the Flexible Scope Contract. Hourly rates are outlined in Schedule A and may be updated annually upon prior notice to the Client.

49.      Fees under the Flexible Scope Contract are billed monthly against the applicable pre-paid retainer. Time records may be provided with invoices.

50.      A retainer is required prior to commencement of Flexible Scope services. Retainer amounts are based on the anticipated level of services for the applicable billing period. Flexible Scope invoices are issued separately from and may run concurrently with Fixed Fee invoices.

51.      Flexible Scope invoices are due in full upon issuance.

52.      Flexible Scope invoices are final when issued. Any question or dispute regarding an invoice must be submitted in writing within five (5) business days of receipt.

Disbursements

53.      Disbursements are third-party or out-of-pocket project expenses and are separate from all professional fees, fixed fees, hourly fees, retainers, allowances, travel-time fees, or other time-based charges. They include, without limitation, printing, courier, mileage/kilometres, parking, tolls, samples, presentation materials, document-platform charges, and similar project expenses.

54.      Mileage/kilometre charges and other travel-related disbursements are separate from any fee or packaged amount charged for professional travel time. Payment for travel time does not include mileage, parking, tolls, transportation, accommodation, or other travel expenses unless expressly stated otherwise.

55.      Disbursements are billed at cost plus any applicable administration charge and taxes, as identified in the applicable agreement or Schedule.

56.      Where a disbursement allowance or estimate is provided, it is a budgetary estimate only and does not constitute a fixed fee or maximum. Actual necessary project disbursements will be invoiced as incurred. Procurement-related disbursements are governed separately under the Procurement provisions.

SUBCONSULTANTS

57.       All below and all other consultants as required by project specific conditions are to be contracted separately by client. Should Dochia contract subconsultants on behalf of client, a block 30% liability and administrative fee shall apply to sub-consultants fees in addition to Dochia’s related services.

58.       Standard coordination with structural and mechanical engineer such as drawing exchange and verifying conflicts between architectural elements and structural/mechanical elements is included and billed at a combination method fixed and hourly fee as outlined in contract.

59.       Structural engineer’s fees and work [design, drawings, and application forms] are not included and are to be paid directly and separately by client under a separate contract arrangement.

60.       Mechanical drawings by others.

61.       Certified site grading drawing by others.

CUSTOM SPECIALITY ITEMS and MILLWORK / CABINETRY

62.      Custom Items such as: wall paneling, wall features design elements, fixed millwork and built-ins including vanities, cabinets, reception desk, can be included in the scope of interior design. For project-specific number of features and built-ins included refer to Letter of Agreement.

CUSTOM PRODUCT DESIGN

63.      Items such as: light fixtures, custom furniture, lamps, art pieces, etcetera, require concept design that is included in the scope provided and an R&D component that is not included and additional to the scope of work provided.

64.      Product design costs: R&D will be captured in the cost of the item itself if Item will be sold by Dochia to client. R&D fees will be charged at hourly rates if items are to be purchased by client from a third party.

65.      Prototypes or mock-ups: Where custom fixtures or furniture pieces are requested or required, the Client may be required to approve mockups or prototypes by the manufacturer. All additional costs related to the production and adjustment of such prototypes or mock-ups including designer fees to monitor the process, review and adjust design, meet and obtain approvals from client, re-do costs for mockups, are additional to any other fees and are to be paid by client. The client can waive the production of such mock-ups or prototypes in writing. By waiving said production, the client will also waive the right to refuse the custom piece after production go-ahead was given.

FURNISHINGS AND ACCESSORIES

66.      Fees for Concept Design are separate from Purchase Administration fees. Concept Design shall be billed as fixed fee for fixed scope. Fixed fee can be confirmed once exact scope is established.

67.      Orders are placed based on electronic images thus variations in perception of the actual items in terms of the size, texture and feel are to be expected. Finishes and colour may vary from images in print or on screen. Natural materials will have substantial variations from piece to piece.

68.      READY MADE ITEMS        Purchase administration fees are to be applied to all Purchases of ready-made goods sold by Dochia’s suppliers to Client.

69.      CUSTOM ITEMS and DOCHIA RETAILED ITEMS When “replica” pieces are made it is understood that they will be a variation of item presented and that aesthetic and material variations will be present in the final piece compared to the image of the piece presented.

Concept design

Included: room theme, general visual flow, working budget, (product selection, install and styling)

70.      Deliveries, storage and other auxiliary costs are to be billed as disbursements subject to standard disbursement terms.

71.      All Furnishings and accessories purchases are understood as purchased by the client and are to be administered by Dochia acting as agent on client’s behalf. Dochia’s role as client’s agent can include: purchase administration, coordination of deliveries and install, inspections and so forth. Dochia assumes no responsibility for quality and/or defects of products sold by suppliers or defects resulted from transport, handling or storage of goods purchased.

72.      Payment for furniture and accessories (incl. delivery fees), will be collected in lump sums and held in trust on client’s behalf following that Dochia will pay suppliers on your behalf. No orders will be processed until payment of deposits is cleared.

FURNITURE ITEMS FINALIZATION

73.      Represents: finalizing exact product selection and finishes if options available, budget sign off, logistics and install coordination and styling. All goods to be sourced and purchased from Dochia’s suppliers. All merchandise is generally non-refundable. Returns if possible, will incur a re-stocking fee of minimum 25% plus staff time required to administer, monitor and coordinate return is extra and will be billed at hourly rates. Return packing and shipping by customer.

74.      READY MADE ITEMS (by other retailers/suppliers) Purchase administration fees are to be applied to all Purchases of ready-made goods sold by Dochia’s suppliers to Client. Fees are set as percentage fee on net price of product and inclusive of delivery and storage costs.  Percentage varies with volume of purchase, amount of coordination required and number of sources to administer. Refer to contract for contract amount. Returns, IF and WHERE possible, will incur a re-stocking fee. Staff time required to monitor and coordinate return is extra and will be billed at hourly rates.

75.      CUSTOM ITEMS and DOCHIA RETAILED ITEMS       Purchase administration fees are to be applied to all Purchases of custom goods or custom goods products sold by Dochia to Client at Dochia’s set price. Refer to schedule F.

MEDIA + COPYRIGHT of DESIGN

76.      Dochia reserves the right to photograph the project at a reasonable time. Access is to be granted to the property for this purpose within 2 to 8 weeks after completion. Photographs taken by Dochia (including Dochia’s contracted photographer) are to be used as Dochia sees fit in any marketing publications including but not limited to: e-newsletters, web postings, publication submittals in periodicals and books. Exceptions are permitted if both parties mutually agree on specific terms in writing.

77.      Dochia reserves copyright of design and drawings and appropriate credit for design shall be given to Dochia Interior Design in relationship to the scope of work provided including but not limited in any media releases, articles, web postings, award entries related to the project.

TERMS AND CONDITIONS CHANGES

78.      These terms may be updated from time to time to reflect changes in our services, processes, or business practices. Notice of material updates will be provided to the primary client contact by email. Unless the client objects in writing or instructs us to suspend work within seven (7) days of such notice, continued instructions to proceed, continued cooperation, or continued acceptance of services shall constitute acceptance of the updated terms. Should the Client elect not to proceed under the updated terms, either party may terminate the engagement in accordance with the termination provisions of the applicable agreement.

CONTRACT TERMINATION

79.      In the event of stop work or project termination, Dochia shall be reimbursed for all services completed to the termination date including any disbursements. Payments will be billed and due immediately.

80.      In the event of project termination all designs and materials produced by Dochia shall be returned to Dochia’s office. The design and documents produced to that stage can be used by the client to proceed with the project upon signing a formal permission letter.

81.      If termination occurs after Building Permit or Contract Documents were issued and paid for, the client has permission to proceed with the design as documented provided that:

82.      In case of contract termination during or after Documents have been submitted by Dochia for Building Permit – client acknowledges that Dochia Inc. will no longer be the designer responsible for general review during construction, that all transfer of liability will be passed on to client or the new designer responsible for general review as per Dochia’s termination letter in all its terms. It will then be the responsibility of the Client to inform all authorities of this contract termination and transfer of liability for all work under the review of authorities and that Dochia Inc. is no longer the designer responsible for general review during construction.

WRITTEN CONSENT FORM

83.      In accordance with Canada’s Anti-Spam Legislation (CASL), Dochia may send the Client business-related communications, project updates, newsletters, and information about Dochia’s services based on our existing business relationship. Each commercial electronic communication will include an unsubscribe option, and the Client may opt out at any time.