Blueprint 810

TERMS AND CONDITIONS OF USE

I. INTRODUCTION: Welcome to Blueprint 810 (referred to
as “Blueprint,” “we,” “us” or “our”.) This Agreement (“Agreement”) describes
the terms on which you may access our products, software, services and websites
(collectively referred to as the “Services”).

THE LEGAL AGREEMENTS SET OUT BELOW GOVERN YOUR USE OF
THE SERVICES. Use of our Services is subject to the terms and conditions
set forth below (collectively referred to as the “Terms”). You may not use the
Services if you do not accept the Terms. To confirm your agreement to such
Terms, and be legally bound, you must click to “accept” or “agree” to the Terms,
where either such option is made available to you in the user interface for the
Services. You agree that when you click on an “I agree,” “I consent” or other
similarly worded “button” or entry field with your mouse, keystroke or other
device, your agreement or consent will be legally binding and enforceable and
the legal equivalent of your handwritten signature. You agree to be bound by any
affirmation, assent or agreement you transmit through the Services you access
by computer or other electronic device, including but not limited to any consent
you give to receive communications from Blueprint solely through electronic
transmission.

IF YOU DO NOT ACCEPT AND AGREE TO ALL OF THE TERMS, PLEASE
DO NOT SO ACCEPT OR AGREE WHEN THE OPTION IS AVAILABLE AND
IMMEDIATELY EXIT THE WEBSITE.

II. PROJECT DESCRIPTION: We agree to design one or more of your rooms, as
you select on this website, at the price allocated with each room on this website.

III. PROJECT BUDGET: We will design your room in accordance with the budget
you select in our “lifestyle questionnaire” located under the “blueprint” icon
on our website. You will be responsible for purchasing each item. As such, the
questionnaire is simply a way to gauge the appropriate vendors for you to shop.

IV. BASIC SERVICES:

1. Blueprint’s designs are conceptual in nature and are intended to set forth
design intent only. We will design and you will receive a final blueprint
delivered to your front door, reflecting our suggested layout and design
of your chosen room, complete with fabrics, flooring, lighting, wallpaper,
interior finishes, ceiling treatments, paint swatches, installation, cabinet
and accessory recommendations (the “Blueprint Package”). Detailed
instruction on where to purchase the suggested items, either online or

locally, will also be included. Once we have reviewed your submission,
if necessary, we will call you or email you for clarification. You agree
to provide accessible contact information which we may use (if needed)
throughout the design process. We can be reached through email. You will
receive your Blueprint Package approximately 4-6 weeks after your final
submission to our website. If requested, we can try to incorporate existing
furniture or accessories that you upload on to our website. We may
recommend re-finishing, re-upholstering, or other forms of improvements,
if necessary. One (1), thirty (30) minute follow-up call is included with
your Blueprint Package, should you require further guidance. Blueprint
will re-specify up to three elements in each room, if necessary, at our sole
cost and expense.

2. Exclusions: Your Blueprint Package will exclude the design or
modification of heating, air-conditioning, plumbing, electrical, ventilation
or other mechanical systems, telecommunications, computer network,
specialized lighting controls or AV systems, and specialty audio/video
or acoustical design work, as well as unforeseen conditions of which we
are not notified in writing. Blueprint does not provide architectural or
engineering services and, as such, our designs are intended to be used for
design purposes only.

V. COMPENSATION: Blueprint shall be compensated on a flat-fee basis
for each room you select, in accordance with the price schedule stated on
our website. Payment is due simultaneously with the submission of your
measurements, “lifestyle questionnaire”, and inspiration images, if any. We will not
commence work on your Blueprint Package until after we have received payment in
full. Telephone conversations beyond the one (1), thirty (30) minute follow-up call,
included in the Blueprint Package, shall be billed at an hourly rate of $175/hour. If
you request us to re-specify over three elements in any room, such additional design
Services will be billed at our hourly rate of $175/hour. Prepayment is required for
any and all additional time spent on your Blueprint Package.

ALL FEES AND CHARGES ARE NON-REFUNDABLE, INCLUDING FOR
UNUSED PORTIONS OF DESIGN SERVICES AND/OR CANCELLED
SUBSCRIPTIONS. WE DO NOT PROVIDE PRICE PROTECTION OR
REFUNDS IN THE EVENT OF A PRICE DROP OR PROMOTIONAL
OFFERING.

VI. SCHEDULE AND STANDARD OF PRACTICE: We shall perform our
Services expeditiously as is consistent with professional skill and care and the
orderly progress of work. You will receive your Blueprint Package approximately
4-6 weeks after your final submission to our website. All services provided by
Blueprint under this Agreement shall be consistent with sound professional
practices, shall be rendered in a manner consistent with that level of care and skill
ordinarily required of members of the profession currently practicing in the same
locality under similar conditions and shall incorporate those federal, state, and local
laws, regulations, codes and standards that are applicable to the Services we render.
Blueprint shall not be responsible for implementing the design in the selected room,
nor for the work performed by any contractor, sub-contractor, or architect.

VII.
GENERAL ITEMS: All designs are instruments of service and shall
remain the property of Blueprint, whether the project for which they are made is
executed or not. Blueprint designs may not be used for any purpose other than
completion of the project recommended in the Blueprint Package. In the event that
the project is published in any type of publication, you agree to include reference
to Blueprint. Blueprint reserves the right to photograph the project and its related
designs for publication purposes.

AS AREA CALCULATIONS AND MEASUREMENTS ARE PROVIDED
BY YOU, IN NO EVENT SHALL BLUEPRINT BE HELD LIABLE FOR
VARIATIONS IN THE AREA CALCULATIONS OR MEASUREMENTS.

Blueprint shall not be held responsible or liable for vendor’s items that are out
of stock, unavailable, or discontinued. Blueprint shall not be held responsible or
liable for permits, governmental approvals, engineering, architectural services,
manufacturing defects, acts of God, delays or actions of third parties. Blueprint
shall not be held responsible for final prices given by contractors and/or suppliers.
Blueprint shall not have control or responsibility for construction means, methods,

techniques, sequences or procedures, or for safety precautions and programs
in connection with the work of construction contractors. Blueprint shall not be
responsible for the failure of construction contractors to carry out their work in
accordance with plans, specifications or other construction documents. To the
maximum extent permitted by New York State law, you agree to limit Blueprint’s
liability for damages to the sum of our design fee for the room which is the subject
matter of the alleged claim. This limitation shall apply regardless of the cause of
action or legal theory asserted.

In performing its duties and obligations under this Agreement, Blueprint will act as
an independent contract for you, and not as your agent.

This Agreement shall be governed by the laws of the State of New York, both as
to interpretation and performance. Any element of this Agreement held to violate a
law or regulation shall be deemed void and all remaining provisions shall continue
in force and effect. In the event that Blueprint hires an attorney to enforce any right
under this Agreement, you shall reimburse Blueprint for all such attorney fees and
expenses, regardless of whether suit is filed.

Our Services are available for individuals aged 18 and older.

VIII.

THE SERVICES AND THE MATERIAL DISPLAYED ON OUR WEBSITE
(AND THOSE OF THIRD PARTY PROVIDERS) ARE PROVIDED WITHOUT
ANY GUARANTEES, CONDITIONS OR WARRANTIES AS TO THEIR
ACCURACY. THERE IS NO ASSURANCE OR GUARANTEE OF
SATISFACTION WITH THE SERVICES.

THE SERVICES, THIS WEBSITE AND ALL INFORMATION, CONTENT,
MATERIALS, PRODUCTS AND SERVICES INCLUDED ON OR OTHERWISE
MADE AVAILABLE TO YOU THROUGH THIS WEBSITE (AND WEBSITES
OF THIRD PARTY PROVIDERS) ARE PROVIDED BY BLUEPRINT ON
AN “AS IS” AND “AS AVAILABLE” BASIS.

BLUEPRINT MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY
KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SERVICES
OR THIS WEBSITE OR THE INFORMATION, CONTENT, MATERIALS,
PRODUCTS OR SERVICES INCLUDED ON OR OTHERWISE MADE
AVAILABLE TO YOU THROUGH THIS WEBSITE, UNLESS OTHERWISE
SPECIFIED IN WRITING. YOU EXPRESSLY AGREE THAT YOUR USE OF
THIS WEBSITE IS AT YOUR SOLE RISK.

TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, BLUEPRINT
DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT
NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND
FITNESS FOR A PARTICULAR PURPOSE. BLUEPRINT DOES NOT

DISCLAIMERS OF WARRANTIES

WARRANT THAT THE SERVICES OR THIS WEBSITE (OR THOSE OF
THIRD PARTY PROVIDERS), INFORMATION, CONTENT, MATERIALS,
PRODUCTS OR SERVICES INCLUDED ON OR OTHERWISE MADE
AVAILABLE TO YOU THROUGH THIS WEBSITE (OR THOSE OF THIRD
PARTY PROVIDERS), THEIR VARIOUS SERVERS OR E-MAIL SENT FROM
BLUEPRINT, ARE FREE OF VIRUSES OR OTHER HARMFUL
COMPONENTS. BLUEPRINT WILL NOT BE LIABLE FOR ANY DAMAGES
OF ANY KIND ARISING FROM THE USE OF THE SERVICES OR THIS
WEBSITE OR FROM ANY INFORMATION, CONTENT, MATERIALS,
PRODUCTS OR SERVICES INCLUDED ON OR OTHERWISE MADE
AVAILABLE TO YOU THROUGH THIS WEBSITE (INCLUDING THIRD
PARTY PROVIDERS), INCLUDING, BUT NOT LIMITED TO DIRECT,
INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED
WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN
DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE
ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT
APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

WITHOUT LIMITING THE FOREGOING, BLUEPRINT DOES NOT
REPRESENT OR WARRANT TO YOU THAT: (A) YOUR USE OF THE
SERVICES WILL MEET YOUR SUBJECTIVE STANDARDS; OR (B) ANY
INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE
SERVICES WILL BE ACCURATE OR RELIABLE.

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH
THE USE OF THE SERVICES (INCLUDING ON OR THROUGH WEBSITES
OPERATED BY ANY THIRD PARTY PROVIDERS) IS DONE AT YOUR
OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY
RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR
OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE
DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION,
WHETHER ORAL OR WRITTEN, OBTAINED BY YOU ARISING FROM USE
OF THE SERVICES SHALL CREATE ANY WARRANTY. YOU EXPRESSLY
UNDERSTAND AND AGREE THAT BLUEPRINT, ITS AFFILIATES AND
LICENSORS SHALL NOT BE LIABLE TO YOU FOR:

1. ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL
CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY
BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY
THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE
LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED
DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR
BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST

OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR
OTHER INTANGIBLE LOSS;

2. ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU,
INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A
RESULT OF:

i. ANY RELIANCE PLACED BY YOU ON THE
COMPLETENESS OR ACCURACY OF THE SERVICES
AND/OR THE COMPLETENESS OR ACCURACY OF ANY
INFORMATION PROVIDED BY ANY THIRD PARTY
PROVIDERS, OR AS A RESULT OF ANY RELATIONSHIP OR
TRANSACTION BETWEEN YOU AND ANY THIRD PARTY
PROVIDERS;

ii.
ANY CHANGES WHICH BLUEPRINT MAY MAKE
TO THE SERVICES, OR FOR ANY PERMANENT OR
TEMPORARY CESSATION IN THE PROVISION OF THE
SERVICES (OR ANY FEATURES WITHIN THE SERVICES);

iii.
YOUR PURCHASE OF ANY GOODS OR SERVICES
FROM THIRD PARTY PROVIDERS; OR

iv.
THE DELETION OF, CORRUPTION OF, OR
FAILURE TO STORE, ANY CONTENT AND OTHER
COMMUNICATIONS DATA MAINTAINED OR
TRANSMITTED BY OR THROUGH YOUR USE OF THE
SERVICES.

THE LIMITATIONS ON BLUEPRINT ’S LIABILITY TO YOU SHALL APPLY
WHETHER OR NOT BLUEPRINT HAS BEEN ADVISED OF OR SHOULD
HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES
ARISING.

YOU ACKNOWLEDGE THAT YOU MAY BE WAIVING RIGHTS WITH
RESPECT TO CLAIMS THAT ARE UNKNOWN OR ARE UNSUSPECTED.
ACCORDINGLY, YOU AGREE TO WAIVE THE BENEFIT OF ANY LAW
THAT OTHERWISE MIGHT LIMIT YOUR WAIVER OF SUCH CLAIMS.

YOU WILL INDEMNIFY AND HOLD US (AND OUR OFFICERS,
DIRECTORS, AGENTS, SUBSIDIARIES, JOINT VENTURES AND
EMPLOYEES) HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING
REASONABLE ATTORNEYS’ FEES, MADE BY ANY THIRD PARTY
DUE TO OR ARISING OUT OF YOUR BREACH OF THE TERMS OR
THIS AGREEMENT, OR YOUR VIOLATION OF ANY LAW, RULE OR

REGULATION. BLUEPRINT RETAINS THE RIGHT TO ASSUME THE
EXCLUSIVE DEFENSE AND CONTROL OF ANY CLAIM SUBJECT TO
INDEMNIFICATION, AND IN SUCH CASES YOU AGREE TO COOPERATE
WITH US TO DEFEND SUCH CLAIM. YOU MAY NOT SETTLE ANY CLAIM
COVERED BY THIS SECTION VIII WITHOUT BLUEPRINT ’S PRIOR
WRITTEN APPROVAL.

IX. CLAIMS AND DISPUTES: In the event of any claims or disputes between the
parties in connection with the performance of this Agreement, the party desiring
to assert such a claim shall advise the other in writing of the nature of the claim
or dispute within a reasonable period of time after the party desiring to make such
claim becomes aware of and actually understands the need to make such claim or
dispute. The parties thereafter shall endeavor for a period of at least thirty (30) days
to negotiate in good faith to resolve their dispute. If the claim or dispute cannot be
resolved at the end of such thirty (30) day period, then the party asserting the claim
may proceed with appropriate legal action in any court of competent jurisdiction
in the State of New York. The parties expressly agree that they will submit to the
personal jurisdiction of any state or federal court in New York to resolve such a
claim or dispute and that the interpretation and enforcement of this Agreement
shall be governed by and construed in accordance with the laws of the State of New
York.

X. TERMINATION: This Agreement may be terminated at any time for cause by
notifying the other party in writing of its breach of the Agreement. The breaching
party will have ten (10) business days to cure such breach upon receipt of the
written notice. Cause for termination shall include, but shall not be limited to,
failure to perform any duty pursuant to this Agreement in a timely manner.
Termination shall be without prejudice to any and all other rights and remedies
of Blueprint, and you shall remain liable for outstanding obligations owed to
Blueprint.

XI. MISCELLANEOUS: This Agreement is a complete statement of the parties’
understanding. No representations or agreements have been made other than those
contained in this Agreement. This Agreement can be modified only by writing
signed by both parties.

By clicking “I agree” as noted in section I above, you (1) acknowledge that you
have read and understood the terms and conditions of this Agreement, and (2)
will be signing this Agreement with a legally binding and enforceable electronic
signature.