Proposal Kit Pro, downloaded it immediately and had a contract with all attachments ready! The contract was great and it had a lot of clauses in it that I would have never thought of. I would definitely recommend Proposal Kit to anyone in need of contracts."
CD ROM DEVELOPMENT AGREEMENT THIS AGREEMENT is made this current day day of current month current year by and between Commencement Date between company name address city state or province zip or postal code country Developer and company name Client and collectively referred to as the Parties. WITNESS Whereas Developer is in the business of offering Internet services relating to development of multimedia Digital media graphic design computer programming web sites and CD Rom presentations and is willing to provide services to Client on the terms and subject to the conditions set forth below; and Whereas Client desires to engage Developer and Developer desires to be engaged by Client to provide CD Rom presentation services on the terms and subject to the conditions set forth below. Now therefore the Parties hereby agree as follows.
1. Developer Services. 1. 1CD Rom. CD Rom means such of CD Rom DVD PAL video and any other media format to which the parties elect to apply this Agreement. 1 Services. Developer agrees to provide Client with services for development of CD Rom presentation Presentation as set forth or described in Schedule hereto the Presentation Services and to provide Client with additional services if any set forth or described in Schedule hereto and mutually agreed upon in writing by the Parties the Additional Services The Presentation Services and the Additional Services are hereinafter referred to collectively as the Services. Client agrees that Developer is responsible only for providing the Services and Developer is not responsible for providing any services or performing any tasks not specifically set forth in Schedule or Schedule hereto. 2. Presentation Development and Transfer. 2 Specifications and Client Content. Developer in consultation with Client shall prepare detailed written specifications for the Presentation the Specifications The Specifications shall consist of among other things design for the Presentation flow chart of the pages for the Presentation programming and interactive feature requirements and the placement of any content or other materials which are to be incorporated into the Presentation. The Specifications shall be subject to any restrictions or limitations set forth in Schedule or Schedule F. The Specifications which have been mutually agreed upon by the Parties in writing shall be attached hereto as Schedule and Schedule F. If the Parties are unable to agree in writing to mutually acceptable Specifications after using good faith efforts on or before days after the Commencement Date either party may terminate this Agreement by providing written notice to the other party. Such termination shall not relieve Client from the obligation of paying Developer for all fees due and owing to Developer as of the date of such termination. 2 Delivery of Client Content.
Client Content shall mean any materials provided by Client for incorporation in the Presentation including but not limited to any images photographs illustrations graphics audio clips video clips or text. Client shall deliver the Client Content to Developer in an electronic file format specified and accessible by Developer e. g. txt gif or as otherwise specified in the Specifications. Any services required to convert or input Client Content not set forth in the Specifications shall be charged as Additional Services. Client shall promptly deliver all Client Content to Developer as required by Developer. 2 Initial Version. Upon Specifications being mutually agreed and upon Developers receipt of the Client Content and any fees called for in Schedule hereto Developer shall commence tasks associated with the development of the initial version of the Presentation Initial Version and notify the Client of the URL Uniform Resource Locator if any or other address of the Initial Version. If Client fails upon request or by the deadline set forth if any in Schedule to make the payment of any fees set forth in Schedule Developer may by written notice terminate this Agreement immediately keep Clients deposit if any and apply it towards any losses incurred by the Developer i discontinue all or any Services rendered by the Developer under this or any other Agreement up to that point in time including disabling any tracking hosting or other services and removing al web site resources if any. Developer shall use combinations of technology as Developer in consultation with the Client deems appropriate to develop the Presentation. 2 Revisions. 2. Client shall have days or such time as otherwise agreed by the Parties in writing from the date of written notice of completion of the Initial Version from Developer to review and request in writing from Developer revisions to the Initial Version. Upon receipt of such requests Developer shall use commercially reasonable efforts to implement such revision requests that are within the scope of and consistent with the Specifications. 2. If Client wishes to implement any revisions to the Presentation that deviate in any material respect from the Specifications Client shall submit to Developer written change order containing such revisions in detail and request for price quote for each change collectively the Change Order Developer shall promptly evaluate the Change Order and submit to Client for its written acceptance proposal for undertaking the applicable tasks and price quote reflecting all associated fees associated with Clients Change Order. Client shall have business days from receipt of such proposal to accept or reject Developers proposal in writing. If Client accepts Developers proposal to undertake the work necessitated by the Change Order then the Change Order as supplemented and or modified by Developers proposal shall amend and become part of the Specifications in Schedule and Schedule as appropriate and Schedule hereto Fee and Payment Schedule and Developer shall proceed to implement such revisions in accordance with the Specifications and Schedule and Schedule as so modified.
2. If Client has not made any requests for revisions by the end of days from the date of written notice of completion of the Initial Version from Developer or by such time as otherwise agreed by the Parties in writing or within business days from receipt of the Developers proposal contemplated in clause 2. then the Developers proposal shall be deemed accepted by Client Acceptance 2. Final Approval. final proof will be provided to Client prior to mass production or replication and or release of the CD Rom and identified to the Client as such. Client assumes full responsibility to make sure that the final proof is correct in all capacities including but not limited to. grammar spelling information content artwork copyright and functionality. Developer shall not be held responsible for errors or omissions. 2 Replication. 2. Upon Acceptance of the Presentation or Developers proposal as the case requires and payment of all fees called for in Schedule hereto Developer shall commence replication of the Presentation and endeavour to deliver to the Client an operational Presentation no later than days after acceptance. 2. Client must use Developer to replicate any additional Presentations produced on CD Roms and may not replicate the Presentation on or through any other medium.
2. Client may not replicate any of the multimedia or artwork owned by the Developer without the prior written permission of Developer. 2. Client agrees that there may be differences between printed artwork and screen proofs of artwork and artwork appearing on final mass duplicated CD Roms replicated under clause 2. hereof. 2. Reverse Engineering. Client may not decompile deconstruct or otherwise reverse engineer the Presentation whether in whole or in part without the Developers prior approval 2. Project Backups Copies or Source Maintenance. Developer shall only be responsible for maintaining backups copies or other versions of any source or master files whether developed by the Developer or not for period of one year from the date of this Agreement. Client agrees to hold the Developer harmless from any damage loss of data theft or other event that may occur to any photographs source code master or other digital files digital media print outs documents or other Client Content given to Developer during the course of this Agreement. Client may arrange in writing for Developer to have copies to be maintained in escrow in the event Developer goes out of business cannot maintain copies of source or master files or as otherwise required by the Client. 2 Work Order Forms. Subsequent to the execution of this Agreement by the Parties in the event that Developer and Client agree that Developer is to perform additional tasks not in the original scope of Services hereunder then the Parties shall execute work order form each an Order Form in the form attached hereto as Schedule at which time its terms shall be incorporated into and shall become part of this Agreement and shall be subject to the terms and conditions hereof. 3. Proprietary Rights.
3 Proprietary Rights of Client. As between Client and Developer Client Content shall remain the sole and exclusive property of Client including without limitation all copyrights trademarks patents trade secrets and any other proprietary rights. Nothing in this Agreement shall be construed to grant Developer any ownership right in or license to the Client Content except as provided in Clause of this Agreement. 3 Proprietary Rights of Developer. Subject to Clients ownership interest in Client Content all materials including but not limited to any computer software in object code and source code form script programming code data information or HTML script developed or provided or created by Developer or its suppliers under this Agreement with the exception of original elements of audiovisual displays created hereunder specifically for Client which shall be deemed to be part of Client Content and any trade secrets know how methodologies and processes related to Developers products or services shall remain the sole and exclusive property of Developer or its suppliers including without limitation all copyrights trademarks patents database rights trade secrets and any other proprietary rights inherent therein and appurtenant thereto collectively Developer Materials To the extent if any that ownership of the Developer Materials does not automatically vest in Developer by virtue of this Agreement or otherwise Client hereby transfers and assigns to Developer all rights title and interest which Client may have in and to the Developer Materials. Client acknowledges and agrees that Developer is in the business of designing and developing Presentations and that Developer shall have the right to provide to third parties services which are the same or similar to the Services provided hereunder and to use or otherwise exploit any Developer Materials in providing such services. 3 Confidentiality. Each party agrees that during the course of this Agreement information that is confidential or proprietary may be disclosed to the other party including but not limited to software technical processes and formulas source codes product designs sales cost and other unpublished financial information product and business plans advertising revenues usage rates advertising relationships projections and marketing data Confidential Information Confidential Information shall not include information that the receiving party can demonstrate is as of the time of its disclosure or thereafter becomes part of the public domain through source other than the receiving party was known to the receiving party as of the time of its disclosure is independently developed by the receiving party or is subsequently learned from third party not under confidentiality obligation to the providing party. Except as provided for in this Agreement each party shall not make any disclosure of the Confidential Information to anyone other than its employees who have need to know in connection with this Agreement. Each party shall notify its employees of their confidentiality obligations with respect to the Confidential Information and shall require its employees to comply with these obligations. The confidentiality obligations of each party and its employees shall survive the expiration or termination of this Agreement. 3 Developer Notices. Unless otherwise agreed to in writing by the Parties Developer shall have the right to place proprietary notices and logos of Developer and its suppliers on the Developer Materials and on the Presentation including developer attribution to Developers Presentations. In no event may Client remove or alter any Developer proprietary notice from the Developer Materials or the Presentation without Developers prior written consent. 4. Licence.
CD ROM Quote This quote is good for days from the date listed below. company name address address city state or province zip or postal code Phone. phone number DATE. current date Estimate #. proposal number Pricing and Options for.
company name city state or province zip or postal code Phone. phone number Job Description. Insert what you are doing for the customer here Job Options. Replication Duplication Other
Offset Printing Silkscreen Digital Printing Thermal Inkjet Inkjet Other DESCRIPTION QTY PRICE ea SUBTOTAL TOTAL DEPOSIT REQUIRED Shipping Options. Fed Ex UPS DHL USPS Freight Estimated Shipping Costs. Insert Shipping Estimate Note. All shipping costs are estimates and subject to change. Customers may opt to use their shipper of choice or their own account.
PROJECT CANCELLATION AGREEMENT THIS AGREEMENT is made this current day day of current month current year by and between company name Consultants and company name Customer Agreements In consideration of the mutual covenants set forth in this Agreement Customer and Consultants hereby agree to cancel any and all work projects or labor as follows. 1. Cancellation of Services. Consultants shall cease any and all computer consulting services described below the Services or Work Product as well as any additional services that Customer has requested. Services include but are not limited to. a Enter Service or Work Product Description here
b Enter Service or Work Product Description here c Enter Service or Work Product Description here d Enter Service or Work Product Description here 2. Termination Obligations. Upon termination of this Agreement Consultants shall transfer and make available to Customer all property and materials in Consultants possession or subject to Consultants control that are the rightful property of Customer. The Consultant shall make every reasonable effort to secure all written or descriptive matter which pertains to the Services or Work Product and agrees to provide reasonable cooperation to arrange for the transfer of all property contracts agreements supplies and other third party interests including those not then utilized and all rights and claims thereto and therein. In the event of loss or destruction of any such material or descriptive matter Consultants shall immediately notify Customer of the details of the loss or destruction in writing and provide the necessary information for loss statement or other documentation to Customer. 3. Ownership Rights. The Consultant shall have ownership to all Consultants Materials. Consultants Material consists of all copyrightable. a Materials that do not constitute Services or Work Product as defined in Sect Services and Exhibit Specifications
b Materials that are solely owned by Consultants or licensed to Consultants. c Materials that are incorporated into the Work Product or part of the Services. Additional material shall include but are not limited to. Insert details about additional material here. Consultant shall hold all right title and interest in and to Consultants Material. Customer shall not do anything that may infringe upon or in any way undermine Consultants right title and interest in the Consultants Material as described in this paragraph 4. Notwithstanding the above Consultant hereby grants Customer an unrestricted nonexclusive perpetual fully paid up worldwide license for the use or for the sublicense of the use of Consultants Material for the purpose of
Insert purpose materials will be used for here. 4. Outstanding Final Compensation and Hold Harmless Agreements. For all of Consultants services rendered to Customer under any Previous Agreement Customer shall compensate Consultants in cash pursuant to the terms of Exhibit attached hereto. By accepting the terms of this offer and signing in the space provided below you hereby release and forever discharge and hold Customer its successors employers employees agents officers directors shareholders affiliates and insurers harmless of all claims suits or liability directly or indirectly related to your employment retainment of services or the termination of such services and specifically and without limitation any claims to pay in lieu of notice wrongful dismissal severance vacation bonus or overtime pay. This release includes but is not limited to all contract and tort claims between Customer and Consultants concerning Customers right to terminate its employees contractors and vendor agreements and claims or rights under local state and federal laws prohibiting employment discrimination. By signing below you agree that these terms represent full and final settlement of any and all claims you have arising out of your employment or contract employment by Customer. 5. Mutual Confidentiality. Customer and Consultants acknowledge and agree that the Specifications and all other documents and information related to the performance production creation or any expression of the services or work product are the property of Customer. Materials provided between Consultants and Customer the Confidential Information including but not limited to documentation product specifications drawings pictures photographs charts correspondence supplier lists financial reports analyses and other furnished property shall be the exclusive property of the respected owner the Owning Party and will constitute valuable trade secrets. Both parties shall continue to keep the Confidential Information in confidence and shall not at any time during or after the term of this Agreement without prior written consent from the owning party disclose or otherwise make available to anyone either directly or indirectly all or any part of the Confidential Information. Excluded from the Confidential Information definition is anything that can be seen by the public or had been previously made available by the owning party in public venue. 6. Equipment and Expenses. If Customer has made available to Consultants for Consultants use in performing the services for Customer such items of hardware and software as Customer and Consultants may agree are reasonably necessary for such purpose Consultants are obligated to return all Customer property currently in their possession at time and place of Customers choice. The following equipment and or services have been made available to Consultants and are hereby required to be return to Customer.
a Insert Equipment or Services description here b Insert Equipment or Services description here c Insert Equipment or Services description here 7. Expenses. Consultants will not be reimbursed for any expenses incurred in connection with the Services or Work Product whether direct or indirect without the express written approval of Customer. 8. General Provisions. 8 Entire Agreement. This Agreement contains the entire Agreement between the parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings written or oral between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by both of the parties hereto. 8 Governing Law.
This Agreement shall be governed by and construed in accordance with the laws of the State of state or province. Exclusive jurisdiction and venue shall be in the county County state or province Superior Court. 8 Binding Effect. This Agreement shall be binding upon and inure to the benefit of Customer and Consultants and their respective successors and assigns provided that Consultants may not assign any of his obligations under this Agreement without Customers prior written consent. 8 Waiver. The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect limit or waive such partys right thereafter to enforce and compel strict compliance with every term and condition of this Agreement. 8 Good Faith. Each party represents and warrants to the other that such party has acted in good faith and agrees to continue to so act in the negotiation execution delivery performance and any termination of this Agreement. 8 No Right to Assign. Consultants have no right to assign sell modify or otherwise alter this Agreement except upon the express written advance approval of Customer which consent can be withheld for any reason. Customer may freely assign its rights and obligations under this Agreement.
8 Attorneys Fees. In the event any party to this Agreement employs an attorney to enforce any of the terms of the Agreement the prevailing party shall be entitled to recover its actual attorneys fees and costs including expert witness fees. Each party represents and warrants that on the date first written above they are authorized to enter into this Agreement in entirety and duly bind their respective principals by their signature below. EXECUTED as of the date first written above. company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed
company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed Customer Initials Consultant Initials