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IT, web, Internet, software, hardware, media, multimedia, photography, tech, information, technology, computer, business, company, pre-written, legal, contract, agreement, documents, templates, boilerplate, form, outline, text, terms, recitals work order, quote, generic, general WORKS FOR HIRE AGREEMENT THIS AGREEMENT made this CurrentDay day CurrentMonth CurrentYear and between Company Company and CustCompany Contractor Declarations Pre existing Works shall mean any method practice source code object code graphics other resource incorporated into any deliverable that contains Contractor Proprietary Rights Contractor Proprietary Rights shall mean anything which Contractor has rightful copyright trademark patent other intellectual property interest Moral Rights shall mean the right the integrity the work specifically the right preserve works for hire from alteration distortion mutilation Deliverables shall mean the software provided object and source format and subject Contractor Proprietary Rights documentation other materials required delivered Contractor Company Company Client set forth any Specification Source Code shall mean all the readable forms code documentation any combination thereof that together make and build files Deliverables Services shall mean any programming training customization enhancement other labor performed the Contractor required the Specifications which may may not have associated Deliverable Specifications shall mean the specifications for the Deliverables reasonably communicated and agreed Contractor which include detailed specifications and instructions for all required Deliverables features and functionality and complete production schedule for each Deliverable Recitals Contractor has experience and expertise the development and formation original written works Materials Project Company desires have Contractor develop Materials for Company Contractor desires develop Company Materials the terms and conditions set forth Exhibit attached hereto the Specifications Agreements consideration the mutual covenants set forth this Agreement Company and Contractor hereby agree follows Term Agreement The term the agreement shall for Years years from the date signed Development Materials Contractor agrees the documentation and development the Materials according the compensation terms listed Exhibit attached hereto All work performed Contractor shall considered Works for Hire and Contractor shall compensated grant all rights including Moral Rights the Materials Company Specifications Contractor agrees develop the Project pursuant the Specifications set forth Exhibit Delivery Dates and Milestones Contractor will use reasonable diligence the development the Materials and endeavor deliver Company all operational Materials and files later than DeliveryDate Company acknowledges however that this delivery deadline and the other payment milestones listed Exhibit are estimates and are not required delivery dates unless otherwise noted the Specifications Deliverables defined Critical Deliverables shall outlined Exhibit and shall contain the delivery date and the terms delivery the Critical Deliverable Contractor shall deliver all times any and all material required complete the Project Ownership Rights Company shall retain all ownership title and interest all Materials including all Moral Rights delivered under this Agreement All subject matter created part the Materials shall considered works made for hire and Company shall own all copyrights the extent that any rights the Materials vest initially with Contractor for any reason Contractor hereby irrevocably assigns and quitclaims any such rights Company Contractor acknowledges that the materials contributed and work performed are being commissioned for Insert Project Materials Name and shall used connection with Insert brief usage description All work performed and contributed Contractor shall considered Works for Hire defined the copyright laws the United States America Company shall the exclusive owner such works and retain all rights and title and the results and proceeds the Contractor work regardless its level completion whether the work used part whole Contractor shall not have any Moral Rights the Materials Pre existing Works incorporated into the Materials Project any right direct approve their usage part whole Contractor hereby grants Company non exclusive royalty free nontransferable worldwide right and license use reproduce modify and distribute any Pre existing Works incorporated into the Materials connection with Company use the Materials Rights and license shall include but not limited rights modify any Pre existing Works adapt incorporate the Pre existing Works into the Materials and modify the Pre existing Works correct errors add features functionality the Materials and make the Materials compatible with other hardware software Project Development Contractor Warranties Contractor certifies and warrants that the following true and valid Conflict entering into this Agreement Contractor certifies that Contractor does not and will not violate conflict with result material default under any other contract agreement indenture decree judgment undertaking conveyance lien encumbrance which Contractor any Contractor affiliates party which Contractor any Contractor property may become subject bound Contractor will not grant any rights under any future agreement and will not permit suffer any lien obligation encumbrances that will conflict with the full enjoyment Company Company rights under this Agreement Right Make Full Grant Contractor has all required ownership rights and license grant Company all necessary rights with respect the Materials free and clear any and all agreements liens and interests any person party including without limitation Contractor employees contractors agents artists any such employees contractors agents and artists who have provided are providing will provide services with respect the development the Materials Non infringement Nothing contained the Materials required any part operation the Materials required deliver the Materials under this Agreement does will infringe upon violate any intellectual property rights any third party Further nothing contained within the Materials any part operation the Materials will cause the use reproduction resale transfer the rights the Materials infringe upon the intellectual property rights any third party Pre existing Works and Third party Materials Contractor has the right assign and transfer rights such Pre existing Works and third party materials specified this Agreement Reliance Third party Software Technology Unless otherwise agreed Company Project files shall not require any additional software third party resources plug ins other technologies not listed the Specifications Any additional software required run the deliverables shall construed non conformance the Specifications Specific Enhancements Contractor and Company acknowledge that some time during the Term this Agreement either Contractor Company may propose enhancements the Project that fall outside the scope the Specifications Upon such proposal Contractor shall confer good faith with Company concerning the feasibility developing such enhancements and the time frame for developing testing and incorporating such enhancements Contractor and Company shall mutually agree writing whether Contractor shall pursue the development such enhancements and which party will fund such development The Specifications will amended include such enhancements Compensation For all Contractor services under this Agreement Company shall compensate Contractor cash pursuant the terms Exhibit attached hereto the event Company fails make any the payments referenced Exhibit the deadline set forth Exhibit Contractor has the right but not obligated pursue any all the following remedies terminate the Agreement remove equipment owned Contractor whether leased Company Contractor not and remove any Contractor personnel Staff from Company location bring legal action Contractor may suspend development the Project and responsible for any schedule changes required and additional financial impact Confidentiality Company and Contractor acknowledge and agree that the Specifications and all other documents and information related the development the Materials the Confidential Information will constitute valuable trade secrets Contractor Company shall keep the Confidential Information confidence and shall not any time during after the term this Agreement without Contractor prior written consent disclose otherwise make available anyone either directly indirectly all any part the Confidential Information Limited Warranty and Limitation Damages Contractor warrants that the Materials will conform the Specifications the Materials not conform the Specifications Contractor shall responsible for correcting the Materials without unreasonable delay Contractor sole expense and without charge Company bring the Materials into conformance with the Specifications This warranty shall the exclusive warranty available Company Company waives any other warranty express implied Company acknowledges that Contractor does not warrant that the Materials will work all platforms Company acknowledges that Contractor will not responsible for the results productivity any other measurable metric not specified Exhibit obtained Company the Materials Company waives any claim for damages direct indirect and agrees that its sole and exclusive remedy for damages either contract tort the return the consideration paid Contractor set forth Exhibit attached hereto Contractor will monitor the reliability and stability the Materials for period Days days ensure that they perform accordance with the Specifications modifications are required any time Contractor will confer good faith with Company concerning the appropriateness any modifications and mutually agree whether not make such modifications provided however that such agreement will not deemed relieve Contractor from Contractor obligations ensure that the Project continues conform the Specifications and compensation estimates set forth Exhibit Independent Contractor Contractor shall retained independent contractor Contractor will fully responsible for payment income taxes all compensation earned under this Agreement Company will not withhold pay any income tax social security tax any other payroll taxes Contractor behalf Contractor understands Contractor will not entitled any fringe benefits that Company generally provides for Company employees any statutory employment benefits including without limitation workers compensation unemployment insurance Equipment Company agrees make available Contractor for Contractor use performing the services required this Agreement such items hardware and Materials Company and Contractor may agree are reasonably necessary for such purpose General Provisions Entire Agreement This Agreement contains the entire agreement between the parties relating the subject matter hereof and supersedes any and all prior agreements understandings written oral between the parties related the subject matter hereof modification this Agreement shall valid unless made writing and signed both parties hereto Governing Law This Agreement shall governed and construed accordance with the laws the State State Exclusive jurisdiction and venue shall the County County State Superior Court Binding Effect This Agreement shall binding upon and inure the benefit Company and Contractor and their respective successors and assigns provided that Contractor may not assign any obligations under this Agreement without Company prior written consent Waiver The waiver either party any breach failure enforce any the terms and conditions this Agreement any time shall not any way affect limit waive such party right thereafter enforce and compel strict compliance with every term and condition this Agreement Good Faith Each party represents and warrants the other that such party has acted good faith and agrees continue act the negotiation execution delivery performance and any termination this Agreement Right Assign Contractor has right assign sell modify otherwise alter the Materials except upon the express written advance approval Company which consent can withheld for any reason Indemnification Contractor warrants that the Project will conform the Specifications such other specifications are agreed writing Contractor for period one year from the date completion the Project the Project does not conform the Specifications Company sole remedy Contractor shall responsible for correcting the Project without unreasonable delay Contractor sole expense and without charge Company bring the Project into conformance with the Specifications set forth Exhibit This warranty shall the exclusive warranty available Company Company waives any other warranty express implied Company acknowledges that Contractor not responsible for the results obtained Company the Project Company acknowledges that Contractor not responsible for fixing any problems errors omissions the Project after Company has tested proofed and approved the Project and either written approval has been given Contractor the Project has been mass produced transmitted the Public Domain any way Company waives any claim for damages direct indirect and agrees that Company sole and exclusive remedy for damages either contract tort the return the consideration paid Contractor set forth Exhibit attached hereto action regardless form arising out any claimed breach this Agreement transactions under this Agreement may brought either party more than one year after the cause action has occurred Right Make Derivative Works Contractor will have rights making any derivative works from any its work practices coding programming other work the Materials outlined the Specifications Attorney Fees the event any party this Agreement employs attorney enforce any the terms the Agreement the prevailing party shall entitled recover its actual attorney fees and costs including expert witness fees Identification Contractor Contractor identification may not annotated within any the code the web site the author Contractor also agrees not use copyright notices Materials and the relevant content therein Insert even stricter usage requirements you wish your Company project has interest not disclosing that your product project other relevant work has been provided Contractor use this section restrict such rights Otherwise your project may wind the Contractor portfolio blog etc The parties represent and warrant that the date first written above they are authorized enter into this Agreement its entirety and duly bind their respective principals their signatures below EXECUTED the date first written above CustCompany signator authorized signature signer Job title signator authorized signature signer Date when the contact was signed Company signator authorized signature signer Job title signator authorized signature signer Date when the contact was signed Company Initials Contractor Initials
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