This Contract Agreement (“Agreement”) is made and entered into by and between, Innteractivs and You the Purchaser (“Client”).
- Engagement of Services. Innteractivs will provide Client with services/tasks/deliverables as set forth in quotes, estimates, and invoices as provided in advance.
- Compensation. Compensation is set forth by quotes, estimates, and invoices provided in advance and payable via the online means provided (e.g., PayPal, credit card, etc.). No part of Innteractivs’ compensation will be subject to withholding by Client for the payment of any social security, federal, state or any other employee payroll taxes. Client will regularly report amounts paid to Innteractivs by filing a Form 1099-MISC with the Internal Revenue Service as required by law. Innteractivs may perform the services required by this Agreement at any place or location and at such times as Innteractivs shall determine. Innteractivs agrees to use its own all tools and instrumentalities, if any, required to perform the services under this Agreement, unless the Client requires such not available by Innteractivs.
- Custom quotes, rates, and pricing. Client agrees to keep all quotes, rates, and pricing provided in high confidentiality (not to be displayed, used, compared or reported or otherwise via online, print, emails, or other publications). Clients custom quotes, rates, and pricing are provided based on the Clients individualized project needs and may not necessarily be the same pricing provided to other clients with similar projects. Failure to keep quotes, rates ,and pricing confidential may result in legal breech of this contract and may be subject to legal restitution.
- Independent Innteractivs Relationship. Innteractivs’ relationship with Client will be that of an independent Innteractivs, and nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint venture, or employment relationship. Innteractivs will not be entitled under this Agreement to any of the benefits that Client may make available to its employees, including but not limited to group health insurance, life insurance, profit-sharing, retirement benefits, paid vacation, holidays or sick leave, or workers’ compensation insurance.
- Ownership of Property. Innteractivs acknowledges and agrees that all documents produced/provided to Innteractivs, including but not limited to memoranda, research notes, correspondence, emails, pleadings, and reports in the course of his work for Client, shall be the property of Client, and Innteractivs shall retain no ownership, interest, or rights therein. Design and Development products submitted by Innteractivs may include stock imagery, templates, information, multimedia, links, and documents either supplied by you the client and/or made readily available via public and/or paid licenses and subscriptions. Innteractivs will display samples and demos of completed works (e.g., online, print publications, etc.) excluding confidential and identifiable information of clients for the purposes of demonstrating design and development talent and will not be held liable or responsible for display or use of the above by entities other than Innteractivs and their associates.
- Legal. Website elements, CMS and/or LMS template functionality, and Hosting is the sole responsibility of the original creator or service in which your company has purchased, which usually provide their own technical support to troubleshoot any issues and I am happy to support issues on your behalf to the template source to ensure proper display and functionality of templates you have purchased. I cannot guarantee that the functions contained in any website or CMS and/or LMS template you have purchased outside of my services will always be error-free and so I cannot be liable to you or any third party for damages, including lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability to operate the design project templates and any other webpages, even if you have advised me of the possibilities of such damages.
- Provision. If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.Copyrights. Client agrees that any elements of text, graphics, photos, designs, trademarks, or other artwork that you provide us for inclusion in the website are either owned by you and or paid for and you have permission to use them.
- Copyright. When full payment is received, copyright is automatically assigned as follows: Client owns the use of graphics and other visual elements provided in the design project, stock elements and design templates (CMS, LMS, and otherwise) are not exclusive or transferable by law. Innteractivs will provide final files to the client which should be stored safely as Innteractivs is not required to keep them or provide any native source files I after submission of the final product.
- License and Usage. Client also owns the use of text content, photographs, graphics, multimedia and other data you provided, unless otherwise non-exclusive in the public or acquired license or domain. Innteractivs owns custom coding, custom design elements, XHTML markup, CSS, design process, design/multimedia concepts and other code licensed to Client and may reuse as its discretion.
- Sample Works. Innteractivs reserves the right to display samples and/or sample links (with no confidential information) of completed projects as part of its online and commercialized portfolio for display on websites, blogs, social media, magazine articles and in books about design projects.
- Governing Law. This Agreement shall be governed in all respects by the laws of the United States of America and by the laws of the State of Arizona. Each of the parties irrevocably consents to the exclusive personal jurisdiction of the federal and state courts located in Indiana, as applicable, for any matter arising out of or relating to this Agreement, except that in actions seeking to enforce any order or any judgment of such federal or state courts located in Indiana, such personal jurisdiction shall be nonexclusive.
- Severability. If any provision of this Agreement is held by a court of law to be illegal, invalid or unenforceable, (a) that provision shall be deemed amended to achieve as nearly as possible the same economic effect as the original provision, and (b) the legality, validity, and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby.
- Injunctive Relief for Breach. Innteractivs agrees that his obligations under this Agreement are of a unique character that gives them particular value; Innteractivs’ breach of any of such obligations will result in irreparable and continuing damage to Client, for which there will be no adequate remedy at law; and, in the event of such breach, Client will be entitled to injunctive relief and/or a decree for specific performance, and such other and further relief as may be proper (including monetary damages if appropriate).