1. Authorization. authorizes , , to develop a website for for the domain . authorizes to access 's web host server to upload and download files as needed from directory for the purposes of creating a website. authorizes use of 's logo and all brand identification in the creation of the website. also authorizes to submit 's site to search engines and to any other directories requested by for marketing purposes. If necessary, authorizes to purchase a domain, stock photography, and any other services or materials required for the express purpose of the creation of 's website.

2. Fees. Fees for website service are $ per hour. Before will begin work on the website, must sign and return this contract with the initial payment of half of the total estimate quoted below. A final bill will be mailed to upon completion of the project.

3. Estimate. The following is an estimate for services to be rendered. The initial fee required for to begin work is $. Estimates are based at a rate of $ per hour, minimum 20 hours. Final fees and expenses shall be shown when invoice is rendered. 's approval shall be obtained in writing for any increases in fees or expenses that exceed the original estimate by 10% or more.


for the amount of $.

will not proceed with any work that would exceed the original estimated total until receiving written approval from for the new estimated total.

4. Completion. will submit final website to for approval in writing. If necessary, will submit final website to search engines when both and agree that website is ready for submission to search engines and directories.

Time required to make changes to website after has already received final approval of the website will be added to the final bill. If has already received the final bill, time required to make changes to website after approval will be submitted to as a separate bill.

5. Payment Terms. Until payment is received in full, owns the website design and any files created for the website. Once has received payment in full, the website ownership is transferred to . will bill client monthly for work performed on an hourly basis at the rate of $ per hour. Any deposits paid by will be credited against 's fee for each monthly billing cycle. After all credits have been applied for 's deposit(s), payment for work done through the time of invoicing is due upon receipt of invoice.

6. Default in Payment. shall assume responsibility for all collection of legal fees necessitated by default in payment.

7. Expenses. shall reimburse for all expenses arising from this assignment, including the payment of any sales taxes due on this assignment.

8. Deadlines. agrees to have 's website completed no later than , . This deadline can be reached only if has provided all necessary graphics, text content, and logins to by , . shall not be held responsible for delays to site development arising out of 's delays in providing graphics, text, and logins to .

If website is not completed by , due to lack of assistance, may

a) Extend the project deadline or
b) Close the project and bill for work completed at $ per hour, or
c) will create a website using all content that has been provided, and send a final bill for work completed to meet the project deadline.

9. Copyright. represents that all website content including logos, trademarks, photos, illustrations, audio, video, and written content provided to are owned by , or has received explicit permission for use, and do not violate United States copyright law.

has also received permission from all individuals photographed to be shown on the web. Each person in photos going online understands that their face will be seen on the Internet. Any names and contact information placed on the website also have been provided with consent from each individual.

agrees to indemnify and hold harmless against all claims, including but not limited to claims of copyright or trademark infringement, violations of the rights of privacy or publicity or defamation, arising out of use of the work.

10. Ownership of Copyright. acknowledges and agrees that retains all rights to copyright in the subject material.

11. Ownership and Return of Artwork. All content created by and/or subcontractors for are the property of . hereby grants to the right to use the work for demonstration of past work performed via portfolio or advertising.

12. Cancellation of Work.

In the event of cancellation of this assignment, ownership of all copyrights and any original artwork shall be retained by the designer.

By : may cancel work on the website at any time by submitting notice to via certified mail. will halt work upon receipt of certified letter from requesting cancellation. At that time, will be responsible for paying for all work completed prior to 's receipt of cancellation request. Work completed shall be billed at an hourly rate of $ per hour. If, at the time of request for refund, work has been completed beyond the amount of work paid for by the initial payment, shall pay for work completed.

By : reserves the right to refuse service and cancel a website project if necessary, in which case, the balance of the initial payment will be returned to after all applicable fees have been deducted for work completed. may cancel project for any reason, including but not limited to not providing necessary information, text and graphics in a timely fashion to .

13. Internet Access. Access to the internet will be provided by a separate Internet Service Provider (ISP) to be contracted by and who will not be a party to this agreement.

14. Other Electronic Commerce Business Relationships. understands that the web host, credit card processing services and any other businesses not owned by are not parties to this contract and are separate business entities from . understands that has no control over functionality or availability of website due to the actions or inaction of the web host server, credit card processing, online banking and any other business services uses to transact business over the Internet outside of . makes no representations, warranties or guarantees for any recommendations of other Internet business partners.

15. Progress Reports. shall contact or meet with on a mutually acceptable schedule to report all tasks completed, problems, encountered, and recommended changes relating to the development and testing of the web site. shall inform promptly by telephone or email upon discovery of any event or problem that may significantly delay the development of the work.

16. 's Guarantee for Program Use. guarantees to notify of any licensing and/or permissions required for art-generating/driving programs to be used.

17. Changes. shall be responsible for making additional payments for changes in original assignment requested by . However, no additional payment shall be made for changes required to conform to the original assignment description.

18. Testing and Acceptance Procedures. will make every good-faith effort to test all elements of the web site thoroughly and make all necessary corrections as a result of such testing prior to handing over the deliverables to . Upon receipt of the web site, shall either accept the web site and make the final payment set forth herein or provide with written notice of any corrections to be made and a suggested date for completion, which should be mutually acceptable to both and .

19. Sole Agreement and Amendment. This contract constitutes the sole agreement between and and hereby voids any prior agreements, written or verbal. This agreement may be amended, in writing, by both parties at any time.

20. No Guarantees. makes no representations or guarantee as to the amount of traffic to 's site or interest generated in 's site. makes no representations and does not guarantee an increase in sales, nor does promise top listing in any search engine or directory. will use best efforts to perform under the contract, and makes no representation or guarantee that the site will be accessible by all browser and operating systems.

21. Electronic Commerce Law. agrees that is solely responsible for compliance with federal and/or state laws regarding any electronic commerce conducted through their website and will hold harmless and 's subcontractors from any claim, causes of action, penalty, tax, and/or tariff arising from 's use of electronic commerce.

22. Confidentiality. understands that will be working with confidential information and will only release this information to parties directly involved in website creation. authorizes designer to release information to third parties requiring access for site creation. This includes, but is not limited to, website and email address userids and passwords, trade information, and banking information should request online shopping. Upon website completion, will change any banking passwords has had access to. If chooses not to retain for website maintenance, will change ftp, email, and any other passwords has had access to. will hold harmless should breach of security occur if has not changed business passwords.

23. Security. will make reasonable attempts to protect the integrity of website. This includes patching any third party software, such as Content Management Systems, used on 's site. However, as this software is not created by , the designer can not be held responsible for security flaws by the software creators. As no software or server is 100% safe from security breach, understands that the designer can not be held accountable for all security breaches should they occur. Further, is not held accountable for patching any software that has been installed to the site without 's knowledge.

will make updates and changes to the site, and provide information regarding the website to and up two of 's designees (herein referred to as the "points of contact"). Should any other employee or member of 's organization contact regarding the website, the designer will contact one or all of the three designated points of contact with the issue. shall notify of 's designees in writing, and shall identify them by name, email address and phone number. Any email requesting changes to the site or information from the site that is not from a point of contact email on file will be referred to a current point of contact. Points of contact may be changed at any time during the maintenance of the site, provided notice is made to the designer in writing from a designated contact email.

will also provide an emergency contact and phone number should there be an emergency requiring input from .

24. Accessibility, Usability, Cross-Platform Issues. The designer will do their best to make sites as accessible, useable, and cross-platform as possible. understands that some site features will cause a website to not meet these standards 100%. understands that no website will look and function identically all browsers and operating systems and that any attempt to do so is futile.

will be informed if features requested by will negatively impact website accessibility, usability, and cross-platform use. agrees to indemnify and hold harmless against all claims with regard to these matters.

25. Continuing Website Maintenance and Promotion. No agreement for continuing website maintenance and promotion is contained in this contract. No website maintenance or promotion will be performed by designer unless all parties reach an agreement to do so and all parties sign a website maintenance or website promotion agreement.

The undersigned agrees to these terms on behalf of his or her organization or business. The undersigned represents that he/she is fully authorized to sign this agreement on behalf of the organization or business represented, and that the business entity represented is bound by this agreement.

26. Unauthorized Use and Program License. will indemnify against all claims and expenses arising from uses for which does not have rights to or authority to use. will be responsible for payment of any special licensing or royalty fees resulting from the use of graphics programs that require such payments.

Note: We remove this paragraph for website template customization.

27. Warranty of Originality. warrants and represents that, to the best of her knowledge, the design work assigned hereunder is original and has not been previously published, or that consent to use has been obtained on an unlimited basis; that all work or portions thereof obtained through the undersigned from third parties is original or, if previously published, that consent to use has been obtained on an unlimited basis; that has full authority to make this agreement; and that the work prepared by does not contain any scandalous, libelous, or unlawful matter. This warranty does not extend to any uses that or others may make of 's product that may infringe on the rights of others. EXPRESSLY AGREES THAT IT WILL HOLD HARMLESS FOR ALL LIABILITY CAUSED BY 'S USE OF 'S PRODUCT TO THE EXTENT SUCH USE INFRINGES ON THE RIGHTS OF OTHERS.

28. Acceptance of Terms. The signature of both parties shall evidence acceptance of these terms.

39. General Matters.

This Agreement shall be governed by the laws of the state of and shall be construed in accordance therewith.

No provision of this Agreement may be waived, except by an agreement in writing by the waiving party. A waiver of any term or provision shall not be construed as a waiver of any other provision.

This Agreement shall be binding upon the parties, their successors, and assigns.

This Agreement may be amended, altered, or revoked at any time, in whole or in part, by the written agreement of the parties hereto.

Throughout this Agreement, the singular shall include the plural, the plural shall include the singular, and the masculine and neuter shall include the feminine, wherever the context so requires.

The headings of Paragraphs are included solely for convenience of reference. If any conflict between the headings and the text of this Agreement exists, the text will control.

If any provision of this Agreement is declared by a court of competent jurisdiction to be invalid for any reason, such invalidity shall not affect any other provision of this Agreement. On the contrary, such remaining provisions shall be fully severable, and this Agreement shall be construed and enforced as if such invalid provision had never been inserted in this Agreement.

Any notice required to be in writing under this Agreement shall either be sent by certified mail, return receipt requested, or by personal delivery, or by fax, or by email and shall be considered as received from the party delivering such notice as of the date of the signing of the return receipt in the case of certified mail or upon the date of the signing of a receipt upon delivery in the case of personal delivery.

The undersigned agrees to these terms on behalf of his or her organization or business. The undersigned represents that he/she is fully authorized to sign this agreement on behalf of the organization or business represented, and that the business entity represented is bound by this agreement.