This Agreement is made this Date; between MeaLuv Productions, having its principal place of business in Yale, Michigan and Client Name having their principal place of business in Client Address. In consideration of Client Name retaining MeaLuv Productions to conduct an independent service for Client Name for duration of two (2) years beginning on Date and ending on Date is agreed as follows:

 Compensation and Terms

Client Name hereby retains MeaLuv Productions and MeaLuv Productions hereby agrees to perform the following services:

 MeaLuv Productions will perform the following jobs:

ü      Domain Registration and Management for a duration of two (2) years of the Domain (Client Website .com .org ect.) specified by Client Name.

ü      Complete design of Client Website by experienced MLP graphic designers, with specifications by Client Name

ü      This will include these sections: Home Page, Contact Page, one Add-on Page, 30 picture Photo Gallery, and Submission-Hub’s Search Engine Submission.

 Client Name will provide the following:

ü      Company information, images, and text to be used in Client Website

ü      Detailed description of customer style requests and themes to be used throughout the design of Client Website

Time Detail

MeaLuv Productions will begin the development of Client Website upon the completion of this contract, as well as receiving the necessary content to begin the website development. When final approval of the site is granted and the remainder of the invoice is processed, MeaLuv Productions will publish your site on our web server.

Each section of the website will be completed within the guidelines of the agreed timeline between MeaLuv Productions and Client Name. The timeline is based upon MeaLuv Productions receiving the necessary content from Client Name. MeaLuv Productions will not be held responsible for production delays resulting from hosting company problems, technical problems, or client delays.

 

The following fees shall apply:

Half Down payment due Date to begin website development

Remaining Balance payment due on or before Date upon design completion

-Site will be posted immediately after final design payment is processed.

$ Annual Service Fees due Date

$15 per hour for future minor revisions and site updates (most are included in Annual Service Fees)

$25 per hour for future major revisions and site updates

*Hourly wages will be accumulated and billed on Date for the year, even if Annual Service Fees have already been paid. Invoices for hourly wages include a 30 day grace period before payment is past due and subject to a 15% late fee.*

Registration and Management Fees (Annual Service Fees)

These fees are accumulated from the hosting costs, as well as daily maintenance of your site. These fees may also include Facebook or MySpace maintenance. This fee will be billed annually on the anniversary of your contract signing. Contracted fees will not change from agreed price. Repeat customers are subject to price increases upon a contract re-signing, at a 15% preferred customer discount.

Definition of Terms

 The following definitions shall explain any additional fees or costs accumulated in the design, or thereafter. All additional fees will be billed with the client’s yearly maintenance invoice. If the client is on their last year of service, an invoice will be delivered on what would be their next MLP anniversary.

Design Concepts

A design concept is a conceptual art of the look and feel of the website created by MeaLuv Productions with elements created completely from scratch. A maximum of three (3) design concepts for the website subject for revision shall be presented to Client Contact for approval, $30 will be charged for each additional study.

Revisions

Any work Client Name wishes MeaLuv Productions to create, which is not specified in the Description section of this agreement will be considered an additional service. Such revisions shall require a separate Agreement and payment separate from and above that specified in this Agreement.

Minor Revisions includes navigation name changes, font styles, text changes, simple color changes, alteration of plain background or borders, replacement of new graphic already made available by the client.

Major Revisions includes changes in major design elements, like the entire color scheme of the site, complex background and complex borders, main character elements and custom graphics that will be created from scratch, changes in the navigational structure, 3D elements and those that will effect the slicing of graphics and overall look and feel of the website and those changes that will affect the structure of the database or other backend programs already integrated on the Final Artwork.

  A website is considered a Final Artwork once everything is in placed; this includes all required sections of the website, the navigation and backend/database (if there is any), and uploaded to the designated server or a temporary location for client viewing. Up to 10 minor revisions shall be allowed once the initial design was approved before going on to the development phase of the project. Once the design is approved and is ready for development phase, it shall be considered final and will be used for the entire theme of the web site.  

Enhancements or Addendum

 Additional features requested by Client Name to be integrated such as additional section on CMS, additional sections on the front end, replacement of an entire animated scene, or additional graphics not originally outlined on the Information Sheet, shall be considered Enhancements or Addendum to the project.

Enhancements/Addendum is exclusive of the original timetable of the project and will be billed separately.

Rush/Aggravation Fee

A 50% addition of the total project cost shall be charged to the client for rush jobs. Rush jobs are determined if a project is at least 1 week ahead of the development deadline or if Client Name has expressly agreed for the project to be finished ahead of the scheduled deadline. 

Interest

A 20% interest of the total project cost shall be charged to the client for every weekly delay in payment of the project. This will occur 10 days after the Final Artwork is completed and sent to Client Name for approval.

As well as charging a 30% interest of the update cost to the client for every weekly

Delay on a site update payment.

Non-Conformance of Payment

The website will be shut down within 72 hours if Client Name has expressed non-conformance of payment within 7 days after a billing invoice has been sent.

Due Dates

The estimated completion date the project is on or before Date. Any shipping or insurance costs will be assumed by Client Name. Any alteration or deviation from the above specifications involving extra costs will be executed with notice to Client Name. Any delay in the completion of the project due to actions or negligence of client, unusual transportation delays, unforeseen illness, or external forces beyond the control of the designer, shall entitle MeaLuv Productions to extend the completion/delivery date, upon notifying the client, by the time equivalent to the period of such delay. 

MeaLuv Productions agrees to deliver samples of design on dates as agreed upon in the Timeline.  MeaLuv Productions will make every effort to meet agreed upon due dates. Client Name should be aware that failure to submit required information or materials may cause subsequent delays in the production. Client Name delays could result in significant delays in delivery of finished work.

Expenses

Client Name agrees to reimburse MeaLuv Productions for any of the following expenses necessary in completion of Client Website: (e.g. Fonts, Messengers, Proofs, Props, Research, Shipping, Software, Stock photography, Travel, Telephone Consultation)

Assignment of Work

MeaLuv Productions reserves the right to assign other designers or subcontractors to the website to ensure quality and on-time completion.

Non-Competition
Both MeaLuv Productions and Client Name agree to non-competition regarding their respective customers. Neither company will attempt to take any customers from the other company for any reason whatsoever. Any client information will be kept confidential between the companies and will be used for the sole purpose of performing the contractual services as herein defined in this document.

Source Files and Copyrights

Reservation of Rights

All rights not expressly granted hereunder are reserved to MeaLuv Productions, including but not limited to all rights in sketches, comps, or other preliminary materials.

Rights

All properties of originals (Source Files) created by MeaLuv Productions, which includes but not limited to Photoshop Layered PSD’s, Flash FLA’s, Illustrator AI’s and 3D source files, custom logo and background designs shall remain the property of MeaLuv Productions unless otherwise purchased by Client Name at a rate of 20% of the total project cost in which case the client shall have unlimited license allowing client to modify the source however the client sees fit for their business and business use only.

All files other than the source or originals which are defined in the previous statement shall be the property of Client Name. These include images, database, information, etc. Furthermore, all files used in the development of the website, including all source or originals shall remain the property of the MeaLuv Productions until duly paid by Client Name upon completion of the project as specified in the Project Timeline Client Name accepts no right to give away or resell any portion of the code created by MeaLuv Productions.

MeaLuv Productions retains personal rights to use the completed project and any preliminary designs for the purpose of design competitions, future publications on design, educational purposes and the marketing of the designer's business. Where applicable the client will be given any necessary credit for usage of the project elements.

Material, Permission, and Releases

Website contents; including photographs, product info, and write-ups will come from the client. In cases where the Images used are licensed or copyrighted by another company, Client Name shall purchase the image for legitimate use.

Client Name agrees to indemnify and hold harmless MeaLuv Productions against any and all claims, costs, and expenses, including attorney's fees, due to materials included in Client Website at the request of Client Name for which no copyright permission or previous release was requested or uses which exceed the uses allowed pursuant to a permission or release.

Confidentiality

This Agreement creates a confidential relationship between MeaLuv Productions and Client Name. Information concerning MeaLuv Productions’ and/or Client Name business affairs, vendors, finances, properties, methods of operation, computer programs, employees, documentation, and other such information whether written, oral, or otherwise, is confidential in nature. Such information shall be safeguarded and not disclosed to third parties by the receiving party.  Confidential information shall not include information that is already known to the party to which it is disclosed; is or becomes part of the public domain without breach of this Agreement; or is obtained from third parties, which have no obligations to keep confidential to the parties to this Agreement. MeaLuv Productions, Client Name and employees of both will adhere fully to this confidentiality agreement.

Single Points of Contact

MeaLuv Productions’ single point of contact will be Meagan Austin (mealuvproductions@gmail.com). Client Name’s single point of contact will be Client Contact (Client Email). All correspondence concerning the project will be handled between Meagan Austin and Client Contact. All correspondence sent from other employee’s of the companies will be ignored and forwarded to the respective single point of contact.

In the event that either Meagan Austin or Client Contact are no longer with their respective company’s a new single point of contact will be assigned in writing immediately.

Agreement Timeout

Client Name is responsible for supplying all needed content to MeaLuv Productions by Date. If Client Name does not provided the full content by Date, Client Name will incur a late fee of 20% interest of the total project cost for every weekly delay and will be given a month to supply the rest of the content. If Client Name does not supply the content, then the contract agreement between Client Name and MeaLuv Productions will become void.

Client Name shall not unreasonably withhold acceptance of, or payment for, the project. If, prior to completion of the project, the client observes any nonconformance with the design plan, MeaLuv Productions must be promptly notified, allowing for necessary corrections. Either party may terminate this Agreement by giving 30 days written notice to the other of such termination. In the event Client Website is postponed or terminated at the request of Client Name, MeaLuv Productions shall have the right to bill pro rata for work completed through the date of that request, while reserving all rights under this Agreement. If additional payment is due, this shall be payable within thirty days of Client Name’s written notification to stop work. In the event of termination, the Client shall also pay any expenses incurred by MeaLuv Productions and MeaLuv Productions shall own all rights to Client Website. Client Name shall assume responsibility for all collection of legal fees necessitated by default in payment.

Client Name and MeaLuv Productions are independent parties and nothing in this Agreement shall constitute either party as the employer, principal or partner of or joint venture with the other party.  Neither Client Name nor MeaLuv Productions has any authority to assume or create any obligation or liability, either expresses or implied, on behalf of the other.

Notices

All notices or other documents under this agreement shall be in writing and delivered personally or fax received, or mailed by certified mail, postage prepaid, addressed to MeaLuv Productions and Client Name at their last known addresses.

Governing law

This agreement shall be binding upon the heirs and assigns of the parties and shall be governed by and interpreted according to the laws of the State of Michigan.

ACCEPTED AND AGREED:

The above prices, specifications and conditions are hereby accepted. The designer is authorized to execute the project as outlined in this agreement. Payment will be made as proposed above.

The undersigned agrees to the terms of this agreement on behalf of his or her organization or business.