Terms of Service

  1. Services. A.D. Busch LLC designs and builds custom residen9al and commercial furniture based on agreed specifica9ons (the “Project”) following a client’s inquiry

  2. Payment Terms.

a.    Non-binding Es9mate. A.D. Busch will provide Client with a non-binding es9mate (“Es9mate”) based on the communica9ons that follow the inquiry. A.D. Busch requires that the client deposit at least 50% of the Es9mate in order to begin work. Depending on the scope, materials, and 9me required to complete the order, A.D. Busch may require Client to deposit more that 50% of the Es9mate. The balance is due upon comple9on of the Project. Credit card payments will have an addi9onal 3% processing charge. The es9mate is non-binding on A.D. Busch.

  1. Change Orders. If the client changes the scope of the Services and/or Project, including, but not limited to adding a rush order, design changes, material or finish changes, addi9ons to the project scope, then the client will bear the costs of these changes and the changes must be confirmed in an email. The client will be required to make an addi9onal deposit and the 9meline for the project will also likely change.

  2. Representa9ons & Warran9es.

                a.   Client represents and warrants to A.D. Busch that:

                             i.   Client has the right to enter into this Agreement and to fully perform all of

Client’s obliga9ons in this Agreement, and ii. Client’s entering into this Agreement and performance under this Agreement does not and will not conflict with or result in any breach or default under any other agreement to which Client is subject.

                b.   A.D. Busch represents and warrants to Client as follows:

  1. A.D. Busch will provide the Services in a professional and workmanlike manner and in accordance with all reasonable professional standards for such services.

  2. Except for the express representa9ons and warran9es stated in this Agreement, A.D. Busch makes no warran9es whatsoever. A.D. Busch explicitly disclaims any other warran9es of any kind, either express or implied, including but not limited to warran9es of merchantability or fitness for a par9cular purpose.

  1. LIMITATION OF LIABILITY. IN ALL CIRCUMSTANCES, THE MAXIMUM LIABILITY OF THE A.D. BUSCH, ITS DIRECTORS, OFFICERS, EMPLOYEES, DESIGN AGENTS AND AFFILIATES, TO CLIENT

FOR DAMAGES FOR 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 FEES PAID UNDER THIS AGREEMENT. IN NO EVENT SHALL THE A.D. BUSCH

BE LIABLE FOR ANY LOST PROFITS, BUSINESS INTERRUPTION, OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THE SERVICES PROVIDED BY A.D. BUSCH.

  1. Storage & Delivery. Client is advised that A.D. Busch does NOT have the space to store the Project a[er it is completed. Once it is completed, the Project must be picked up and delivered within 5 business days. If completed pieces cannot be delivered and/or assembled due to lack of site access, payments for Services will be due in accordance with the proposed schedule for completed fabrica9on. Storage costs for undeliverable completed pieces may accrue and are the responsibility of the Client. A.D. Busch does not provide delivery, but works with a trained and insured outside delivery service. A.D. Busch can make the arrangements/provide Client with the informa9on to arrange to have the Project delivered once it is complete. Client is also welcome to use their own mover.

  2. Intellectual Property.

    1. A.D. Busch Ownership and Control. A.D. Busch shall retain all control, ownership, 9tle, and interest in any intellectual property, including copyrights, trademarks, and patents, that A.D. Busch creates in designing and building the Project. All designs and other materials, regardless of form, whether tangible or intangible, and whether previously created by A.D. Busch or produced for the first 9me by A.D. Busch beginning these Services, are protected by laws rela9ng to intellectual property. Such laws include, without limita9on, United States and state copyright, trade dress, patent, and trademark laws, interna9onal conven9ons, and other applicable laws. All designs and drawings are the property of A.D. Busch LLC and may not be reproduced or u9lized in any fashion without the written consent of A.D. Busch.

    2. Promo9on & Use of Images. A.D. Busch shall retain the right to document, photograph, reproduce, publish, and display all displays, pictures, films, or publica9ons of the Project from the Services in A.D. Busch’s portfolios and websites, periodicals, in presenta9ons, and other media or exhibits for the purposes of recogni9on of crea9ve excellence or professional advancement, and to be credited with authorship of the Project in connec9on with such uses. A.D. Busch shall also have to right to photograph the Project on site, although it will take care not to show such details as the Client’s address or personally iden9fying informa9on unless given permission by the Client.  Either A.D. Busch or the Client, subject to the other’s reasonable approval, may describe its role in rela9on to the Project and, if applicable, the Services provided on its website and in other promo9onal materials, and, if not expressly objected to, include a link to the other party’s website.

  1. Privacy Policy. When a Client or poten9al client submits an inquiry or agrees to a Project, A.D. Busch is collec9ng informa9on. The informa9on A.D. Busch collects may include the Client’s name and email address for an inquiry, but if A.D. Busch agrees to complete a Project, this informa9on will also include addi9onal contact and billing informa9on. A.D. Busch never sells or rents your informa9on. The data is retained for at least as long  as it takes to provide the Client with the Project, though it may be retained indefinitely in A.D. Busch’s records. The Client may request that we update, correct, or delete informa9on about you at any 9me by contac9ng us through https://www.adbusch.com/contact-us. A.D. Busch takes reasonable measures to help protect Client informa9on from loss, the[, misuse, and unauthorized access, disclosure, altera9on, and destruc9on. This privacy policy only covers A.D. Busch, and not any other third par9es, such as delivery or storage services, so Clients should direct any privacy concerns about those services to those companies directly.

  2. Termina9on. Once A.D. Busch and Client mutually agree to the Project, the Services will begin and will con9nue un9l the Project is complete unless earlier terminated as follows:

    1. Termina9on because Client Does not Agree to Cost Increases. If the price of materials and/or labor will cost more than ini9ally es9mated, Client has the right to cancel the Project if no work has started on it. If work has started, Client must pay A.D. Busch for

 

the work it has done up to that point. A.D. Busch will refund the unused amount of the deposit. 

  1. Termina9on for Client’s Breach of These Terms of Service. If the Client violates or fails to agree to these Terms of Service, then A.D. Busch can terminate the Services immediately a[er giving Client a call or email giving them no9ce of the breach. A.D. Busch also reserves all of its rights to access remedies under the law or in equity for damages caused by Client’s breach.

  2. Termina9on for Impossibility of Performance: If an unexpected and uncontrollable opera9on of law or a situa9on like a natural disaster or the death of either A.D. Busch or the Client occurs, then the Services may be terminated immediately.

  3. Consequences of Termina9on. If this Agreement is terminated, A.D. Busch shall be en9tled to compensa9on for Services performed through the effec9ve date of termina9on. Upon termina9on of the Services, Client will promptly return any documents, materials, designs that A.D. Busch may have provided Client. The Intellectual Property provisions in Sec9on 7 of these Terms of Service shall survive any termina9on.

  1. Dispute Resolu9on.

    1. Nego9a9on and/or Media9on. In the event of a dispute arising out the Services, A.D. Busch and the Client agree to attempt to resolve any dispute by nego9a9on as quickly as possible. To this effect, they shall consult and nego9ate with each other, in good faith and understanding of their mutual interests, to reach a just and equitable solu9on sa9sfactory to both par9es. If they are unable to resolve the dispute through nego9a9on, either party may commence media9on through the American Arbitra9on Associa9on, or other forum mutually agreed to by the par9es before pursuing arbitra9on. In the case of media9on, each party may propose the names of three (3) mediators for considera9on. If the par9es are unable to agree to a mediator from these submissions, the par9es will each chose a mediator from their respec9ve list, upon which said mediators will confer and chose the actual mediator for the media9on. The mediators’ fees shall be split evenly between par9es; provided, however, that each party shall pay their own respec9ve attorneys’ fees and costs.

    2. Arbitra9on. In the even that the par9es cannot first settle their disputes through nego9a9on or media9on, they may commence arbitra9on in accordance with the then current rules of the American Arbitra9on Associa9on.

i.     The party ini9a9ng arbitra9on shall give written no9ce to the other party. Within ten (10) days a[er such no9ce is given, one arbitrator shall be chosen by A.D. Busch, one by the Client and a third shall be selected by the two arbitrators from the membership of the American Arbitra9on Associa9on. If either party fails to appoint an arbitrator, the one appointed shall select a second from the membership of the American Arbitra9on Associa9on, and the two thus selected shall choose a third. ii. Arbitra9on shall take place in Portland, Oregon, USA. The arbitra9on award shall be written in English. The Arbitrators may grant injunc9ve and other appropriate relief. The Arbitra9on award shall be final, binding on the par9es, not subject to any appeal, and shall deal with the ques9on of costs and all matters related thereto. Any monetary arbitra9on award shall be paid in US dollars.

iii. Judgment upon the award rendered may be entered into any court having jurisdic9on.

 

  1. Governing Law & Venue. The forma9on, construc9on, performance and enforcement of this Agreement shall be in accordance with the laws of the United States and the state of Oregon without regard to its conflict of law provisions or the conflict of law provisions of any other jurisdic9on. In all circumstances, the par9es specifically consent to the local, state and federal courts located in Multnomah County in the state of Oregon.

  2. Severability. If any part of these Terms and Condi9ons is found by a court of competent jurisdic9on or other competent authority to be invalid, unlawful or unenforceable, such part will be severed from these Terms and Condi9ons and the remainder will con9nue to be valid and enforceable to the fullest extent permitted by law.

  3. Agreement. By engaging in A.D. Busch’s Services the Client agrees that these Terms of Service form a contract entered into by electronic communica9ons without the necessity of a physical document and original handwritten signature between A.D. Busch and the Client.