1. I (____________________) am hiring Aloosenation Ideas to create a website and to install this website on a Website Host's computer.
2. "Create" means arranging images and/or text that I have provided, in a digital file. It also means arranging images and/or text that are made, manipulated, or written by Aloosenation Ideas, in a digital file. It also means submitting this website to search engines (as determined by Aloosenation Ideas).
3. I understand that I may not hold Aloosenation Ideas responsible for failings of the Website Host, of any telecommunications carrier, of the Internet backbone, of any Internet servers, or of my or my customers' computers, or my or my customers' Internet software.
4. The document entitled "Proposal for a Website for _________________, Dated __________" is attached to and incorporated into this letter of agreement.
5. I agree to pay Aloosenation Ideas _________ for creating this website ("creation price").
6. I understand that all copyright and intellectual property rights associated with this website are owned by Aloosenation Ideas until I pay this amount in full. Once I have paid Aloosenation Ideas this amount in full, all such rights will automatically be transferred to me. However, Aloosenation Ideas may use images, media, or text from this website for their portfolio or other advertising or promotion.
7. I will supply Aloosenation Ideas with images and/or text for inclusion in this website. I affirm that I am the full copyright owner of such materials or that I have obtained proper permission from the copyright owner(s) for use of such materials. I will indemnify Aloosenation Ideas and hold Aloosenation Ideas harmless against any claims of libel, copyright, or trademark infringement brought against Aloosenation Ideas with respect to Aloosenation Ideas' use of those materials.
8. Aloosenation Ideas is authorized to enter into contracts with third parties to carry out the purposes of this agreement, and shall be primarily liable to those parties for payment due there under. Aloosenation Ideas shall exert a good faith effort to prevent any loss to me resulting from failure of proper performance by those third parties, but Aloosenation Ideas shall not be liable to me by reason of any default of those third parties or other parties who are not Aloosenation Ideas' employees.
9. Either Aloosenation Ideas or I may terminate this contract by giving written notice to the other party. If notice of termination is given by me, Aloosenation Ideas shall not commence new work but shall complete any work previously approved by me and I shall be responsible for and shall pay within 30 days of invoice all fees for such work and for any third-party obligations incurred by Aloosenation Ideas on my behalf prior to termination.
If notice of termination is given by Aloosenation Ideas, I shall have the
option of electing to have Aloosenation Ideas complete any work previously
approved by me and I shall be responsible for and shall pay within 30 days
of invoice all fees for any work completed by Aloosenation Ideas for me and
for any third-party obligations incurred by Aloosenation Ideas on my behalf
prior to termination. If I am delinquent in my payment to Aloosenation Ideas,
I will incur a 5% surcharge per month (compounded monthly) on balance due.
10. This letter specifies the entirety of our agreement. The agreement shall
not be modified unless done in writing and signed by both of us. The failure
of either Aloosenation Ideas or I to object to or take affirmative action with
respect to any transgressions of this Agreement shall not be construed as a
waiver of either of our rights to take such affirmative action.
11. This agreement will be governed by the laws of the State of ___________.
Understood and agreed to: