Terms of Service

1. Introduction

Welcome to Hedgeford and Berkley Design Build ("Hedgeford and Berkley," "we," "our," or "us"). By accessing or using our website, services, content, and applications (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). Please read these Terms carefully before using our Services.

2. Acceptance of Terms

By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms, as well as our Privacy Policy. If you do not agree to these Terms, please do not use our Services.

3. Description of Services

Hedgeford and Berkley provides architecture, design, construction, and build consulting services, including but not limited to:

• Custom residential and commercial design
• Exterior and interior architecture
• Construction documentation and build support
• Material selection and procurement assistance
• Visualization and rendering services
• Permit acquisition coordination
• Project management

4. User Accounts

4.1 Account Creation

To access certain features of our Services, you may be required to create an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.

4.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account or any other breach of security.

5. Intellectual Property Rights

5.1 Ownership

All designs, plans, renderings, visualizations, drawings, specifications, models, documents, and other materials (collectively, "Design Materials") created by Hedgeford and Berkley remain our exclusive property until full payment has been received, at which point specified licensing rights are granted as detailed in our contract agreements.

5.2 Limited License

Unless explicitly stated in a separate written agreement, clients are granted a non-exclusive, non-transferable license to use the Design Materials solely for the specific project for which they were created. Reproduction, modification, distribution, or use for any other purpose is prohibited without our prior written consent.

5.3 Catalog Designs

Our catalog designs are available for licensing under specific terms outlined in separate licensing agreements. Purchase of a catalog design does not constitute ownership of the intellectual property but rather a license for its use under the terms specified.

6. Client Responsibilities

6.1 Project Information

Clients are responsible for providing accurate, complete, and timely information necessary for the Services, including but not limited to site surveys, property information, design preferences, and budgetary constraints.

6.2 Compliance with Laws

Clients are responsible for ensuring that all projects comply with applicable building codes, zoning regulations, and other relevant laws and regulations. While we provide guidance, ultimate compliance responsibility rests with the client.

6.3 Project Timeline

Clients acknowledge that project timelines may be affected by factors outside our control, including but not limited to permit approval processes, material availability, weather conditions, and client-requested changes.

7. Payment Terms

7.1 Fees and Expenses

Fees for our Services are as specified in the proposal or contract agreement. Additional services not covered in the original scope may incur additional fees, which will be communicated before such services are provided.

7.2 Payment Schedule

Payment schedules are as outlined in the proposal or contract agreement. Typically, payments are structured in phases corresponding to project milestones.

7.3 Late Payments

Payments not received by the due date are subject to late fees as specified in the contract agreement. Continued non-payment may result in suspension of Services and retention of intellectual property rights.

7.4 Procurement Services

For procurement services, a flat fee of 20% will be applied to all materials procured through our services, unless otherwise specified in the contract agreement.

8. Changes and Modifications

8.1 Change Requests

Requests for changes to approved designs or specifications must be submitted in writing. Such changes may affect project timelines and costs, and we reserve the right to charge additional fees for significant modifications.

8.2 Change Order Process

All changes will be documented through a formal change order process, requiring client approval before implementation.

9. Termination

9.1 Termination by Client

Clients may terminate Services as specified in the contract agreement. Early termination may incur fees as outlined in the contract.

9.2 Termination by Hedgeford and Berkley

We reserve the right to terminate Services if:

• Client fails to make payments when due
• Client materially breaches these Terms or the contract agreement
• Client fails to provide necessary information or cooperate reasonably
• Circumstances arise that make completion of the project impractical

9.3 Effect of Termination

Upon termination, client shall pay for all Services rendered up to the termination date. All intellectual property rights remain with Hedgeford and Berkley unless full payment has been received for the completed scope of work.

10. Limitation of Liability

10.1 General Limitation

To the maximum extent permitted by law, Hedgeford and Berkley shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses.

10.2 Cap on Liability

Our liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to the amount paid by you to us for the Services provided.

10.3 Construction Administration

If we provide construction administration services, we shall not be responsible for, nor have control over, construction means, methods, techniques, sequences, or procedures, or for safety precautions and programs in connection with the work.

11. Warranties and Disclaimers

11.1 Service Warranty

We warrant that our Services will be performed in a professional and workmanlike manner in accordance with generally accepted industry standards.

11.2 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED HEREIN, OUR SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

11.3 Material Procurement

For materials procured through our services, we do not warrant products manufactured by third parties but will assist in processing any applicable manufacturer warranties.

12. Confidentiality

12.1 Confidential Information

We will maintain the confidentiality of proprietary or confidential information shared by clients in connection with the Services. Likewise, clients agree to maintain the confidentiality of our proprietary information, including but not limited to our design processes, pricing structures, and business methods.

12.2 Portfolio Rights

Unless explicitly prohibited in writing, we reserve the right to use photographs, renderings, or descriptions of completed projects for our portfolio, marketing materials, and professional recognition submissions.

13. Dispute Resolution

13.1 Good Faith Negotiation

In the event of any dispute arising out of or relating to these Terms or our Services, the parties agree to attempt in good faith to resolve such dispute through negotiation before resorting to litigation.

13.2 Mediation

If negotiation fails to resolve the dispute within 30 days, the parties agree to submit the dispute to mediation in accordance with the rules of a mutually agreed-upon mediation service.

13.3 Arbitration

If mediation does not resolve the dispute within 60 days, the dispute shall be settled by binding arbitration administered by a mutually agreed-upon arbitration service in accordance with its applicable rules.

14. General Provisions

14.1 Governing Law

These Terms and any dispute arising out of or related to these Terms or the Services shall be governed by and construed in accordance with the laws of the Province of Ontario, Canada, without regard to its conflict of law principles.

14.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect and enforceable.

14.3 Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemic, epidemic, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, flood, accident, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials.

14.4 Assignment

You may not assign or transfer these Terms or your rights and obligations hereunder without our prior written consent. We may assign or transfer these Terms without your consent.

14.5 Entire Agreement

These Terms, together with any other agreements specifically referenced herein, constitute the entire agreement between you and Hedgeford and Berkley regarding the Services and supersede all prior communications, understandings, and agreements, whether oral or written.

14.6 Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

15. International Clients

15.1 Cross-Border Services

For international clients, additional terms may apply regarding international shipping, customs, duties, and compliance with local building codes and regulations. It is the client's responsibility to ensure compliance with local laws and regulations.

15.2 Currency

All fees are quoted in either Canadian Dollars (CAD) or United States Dollars (USD) as specified in the contract agreement. Currency conversion and any associated bank fees are the responsibility of the client.

16. Contact Information

17. Changes to Terms

We reserve the right to modify these Terms at any time. We will provide notice of any material changes by posting the updated Terms on our website or through other communications. Your continued use of the Services after such changes constitutes your acceptance of the new Terms.