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USER GRAPHIC DESIGN I ADVERTISER SOLUTION I DIGITAL LOGO DESIGN
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                                             Web Site Contract

1. Authorization
I am sole proprietor or incorporated or limited company as an independent contractor engaging for the specific purpose of developing and/or updating a World Wide Web site to be installed on the web space arranged by 4TH QUARTER TECHNOLOGIES.
  
Hereafter, the client will be known as the "Client" and 4TH QUARTER TECHNOLOGIES will be known as the "Developer."

The Client hereby authorizes the Developer to create and access web hosting account, and authorizes the host provider to provide the Developer with "write permission" for the Client's web page directory, cgi-bin directory, and any other directories or programs that need to be accessed for this project.

2. Domain Registration
The Developer will secure a domain name (example: http://www.clientdomainname.com) for the Client at the Client's request if it is available. Incase domain is not available Client will suggest another name to the Developer till the availability is not found.

If the Client already has a domain name, the Developer will coordinate with Client for redirecting the domain to the Developer specified domain name server and host. 

3. Cross Browser Compatibility
Our agreement contemplates the creation of a web site viewable by both Netscape Navigator 7.0 and Microsoft Internet Explorer 6.0. Compatibility is defined herein as all critical elements of each page being viewable in both browsers. Client is aware that some advanced techniques on the Internet, however, may require a more recent browser version and brand or plug-in. Client is also aware that as new browser versions of Internet Explorer and Netscape are developed, the new browser versions may not be backward compatible with Netscape Navigator 7.0 and Microsoft Internet Explorer 6.0.

4. Text
The Client should supply the Developer with approximately 500 words per web page text as per requirement via email or through website order form available on Developer website www.4QT.com. Client will hold harmless, protect, indemnify and defend Developer from any claim, suit, tax, fine, penalty, or tariff arising from the text placed on Client's site.

5. Graphics 
It is anticipated that the Client will provide the Developer all the graphic elements such as scanned text, pictures or logos necessary to complete the Client's web site via email or through website order form available on Developer website, www.4QT.com. Client will hold harmless, protect, indemnify and defend Developer from any claim, suit, tax, fine, penalty, or tariff arising from the graphics placed on Client's site.

6. Macromedia Flash
Macromedia Flash is an additional option to the Client. Flash on Client's website will be at an extra cost. If chosen, the Developer will assess and charge the Client separately. Client will be required to pay the charges quoted by Developer for Flash along with final payment.

7. DHTML 
Our base agreement does not contemplate using DHTML technology. However, as with Macromedia Flash this is always an option for the Client. If chosen, the Developer will assess and charge the Client separately. Client will be required to pay the charges quoted by Developer for DHTML technology along with final payment. The Client understands that DHTML technology may not work in older browsers and some DHTML technology is not cross-browser specific.

8. Real Audio/Video
Our base agreement does not contemplate using Real Audio or Real Video on the Client's site. If chosen, the Developer will assess and charge the Client separately. Client will be required to pay the charges quoted by Developer for Real Audio or Real Video along with final payment. Client will hold harmless, protect, indemnify and defend Developer from any claim, suit, tax, fine, penalty, or tariff arising from the sound text placed on Client's site.

9. Databases
Our base agreement does not contemplate using database programming on the Client's site as per Client's specification. If chosen, the Developer will assess and charge the Client separately. Client will be required to pay the charges quoted by Developer for database programming along with final payment.

10. Electronic Commerce 
This agreement does not include a provision for Electronic Commerce unless specifically. If chosen, the Developer will assess and charge the Client separately. Client will be required to pay the charges quoted by Developer for Electronic Commerce along with final payment.

11. Electronic Commerce Laws
The Client agrees that the Client is solely responsible for complying with any laws, taxes, and tariffs applicable in any way to the Web Design Project or any other services contemplated herein, and will hold harmless, protect, indemnify and defend Developer from any claim, suit, tax, fine, penalty, or tariff arising from the Client's Website and Client's exercise of Internet electronic commerce and/or any failure to comply with any such laws, taxes, and tariffs.

12. Hosting of Website
Developer will host Client website on third party web server. Developer will not be responsible in any case if server is down due to repairing or any other reason and Client site is not visible during this period. Client will hold harmless, protect, indemnify and defend Developer from any claim, suit, tax, fine, penalty, or tariff arising from the Client's site being down for any reason.

13. Payments and Features
Client agrees to pay to developer a negotiated fee for website design that will be $1499 or more based on the scope of work that may include:
1.	One time fee for basic website design
2.	Web logo design
3.	Website hosting for one year
4.	Domain name registration for one year
5.	Search engine registration

14. Payment schedule:
To order the website, Client agrees to pay to Developer advance of nonrefundable US$ 800. Client agrees to pay remainder nonrefundable US$ 699 upon completion of the website and before web site is hosted on web server.

15. Payment mode:
Pay Developer online using Client's bank account or credit card through widely accepted, state-of-the-art and high security payment gateway of PayPal (www.paypal.com) or by mailing Developer a certified check at the address: . 

16. Payment Terms / Work Flow
A minimum deposit of nonrefundable $800 is required to commence the web site work. Once this amount and all the website related text and graphics are received by the Developer basic site design concepts will be put online for the Client's viewing and approval. Communication between the Developer and the Client is crucial during this phase to ensure that the ultimate publication will match the Client's taste and needs. Upon completion of this stage, the Client will be asked to confirm acceptance for the basic site design via email or by signing a printed copy of the design. Once this acceptance is received from the Client, the work necessary to complete the project will begin.
Clients should continue to continually view the updates to the site and express their preferences or dislikes to the Developer. Upon completion of the web site, an email or letter of invoice will be sent to the Client advising the Client that the work has been completed. Final payment of the remaining balance i.e. nonrefundable US$ 699 plus any additional charges incurred will be due within three (3) business days after delivery of this email or letter and invoice. If payment is not made within three (3) business days of notification, simple interest will accrue on the balance owed at a rate of 18% from the date the payment was due. Once final payment is received website will be hosted on the web sever arranged for the Client by the Developer.

17. Delivery Schedule
Developer will provide Client with final website in two to three weeks time provided full and final text and graphic of the website are provided by Client. Developer also expects that the Client will give full time and attention in explaining his/her taste and need.

18. Maintenance Agreements
Developer will change Client's website 3 times in a year but this change will be limited to the website text or pictures. Incase of structural or any other changes, a Maintenance Agreements will be negotiated on a Client-by-Client basis, as each Client will have differing needs. Developer offers a Maintenance Agreement in which the Client pays on an "as needed" hourly basis.

19. Yearly Contract
Developer will charge Client nonrefundable US$ 699 after the completion of one year, to continue to host the website on the web server and Client will be allowed 3 changes in this calendar year as mentioned in the 18th clause of this web contract. 
Developer reserves the right to remove all web content from the web server and close all the services if payment for Yearly Contract is not made within seven days after expiration of the Yearly Contract notification. If a payment delay is anticipated, please contact the Developer to discuss potential problems in advance.

20. Third Party or Client Page Modification
Some Clients will desire to independently edit or update their web pages after completion of the site.
Note however, that if the Client or an agent of the Client other than the Developer attempts to update the web site and damages the design or impairs the ability for the web pages to display or function properly, time to repair the web pages will be assessed at an hourly rate of $75.00. There is a one-hour minimum. In this regard, Clients are encouraged to obtain a Maintenance Agreement.

21. Search Engine Registration
The Developer will optimize the Client's web site with appropriate titles, keywords, descriptions and text and can thereafter submit the Client's web site to some of the major search engines, Yahoo and Google.

22. Additional Expenses
Client agrees to reimburse the Developer for any critical Client requested expenses necessary for the completion of the project. Examples would be:
Purchase of specific fonts at the Client's request 
Purchase of specific photography at the Client's request 
Purchase of specific software at the Client's request 

23. Copyrights and Trademarks
The Client represents to the Developer and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to the Developer for inclusion in the Client's web site are owned by the Client, or that the Client has permission from the rightful owner to use each of these elements, and will hold harmless, protect, and defend the Developer and its subcontractors from any claim or suit arising from the use of such elements furnished by the Client.

24. Limited Liability
Client agrees that any material submitted for publication will not contain anything leading to an abusive or unethical use of the Web Hosting Service, the Host Server or the Developer. Abusive and unethical materials and uses include, but are not limited to, pornography, obscenity, nudity, violations of privacy, computer viruses, harassment, any illegal activity, spamming advocacy of an illegal activity, and any infringement policy.
Client hereby agrees to indemnify and hold harmless the Developer from any claim resulting from the Client's publication of material or use of those materials.

25. Indemnification
Client agrees that it shall defend, indemnify, save and hold the Developer harmless from any and all demands, liabilities, losses, costs and claims, including any reasonable attorney's fees associated with the Developer's development of the Client's web site. This includes Liabilities asserted against the Developer, its subcontractors, its agents, its clients, servants, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by the Client Developer, its agents, employees or assigns.
Client also agrees to defend, indemnify and hold harmless the Developer against Liabilities arising out of any injury to person or property or business caused by any products or services sold or otherwise distributed over the Client's web site. This includes infringing upon the proprietary rights of a third party, copyright infringement, and delivering any defective product or misinformation which is detrimental to another person, organization, or business worldwide.

26. Ownership to Web Pages and Graphics and Program
Copyright to the finished assembled work of web pages produced by the Developer and graphics shall be vested with the Client upon final payment for the project. This ownership is to include design, photos, graphics, source code, work-up files and text and any program(s) specifically designed or purchased on behalf of the Client for completion of this project. Database driven complimentary software provided by Developer to the Client will remain property of the Client during or after the completion of the contract and Client will have no right to use this software once contract is over and not renewed further

27. Design Credit
Client agrees that the Developer may put a byline or logo on the bottom of Client's home page (index.html or main.html) for establishing design and development credit. Client also agrees that the web site created for the Client may be included and advertised in the Developer's portfolio.

28. Nondisclosure
The Developer, its employees and subcontractors agree that, except as directed by the Client, it will not at any time during or after the term of this Agreement disclose any confidential information to any person whatsoever. Likewise, the Client agrees that it will not convey any confidential information obtained about the Developer to another party.

29. Completion Date
The Developer and the Client must work together to complete the web site in a timely manner for both parties to remain profitable.
We agree to work expeditiously to complete this project with in 15 days but no later than: 21 days. First working day will start when Developer has received all the text, graphics and advance payment related to website.

30. Cancellation
A certified letter is required to cancel the contracted project at the request of the Client. In the event that work is postponed or cancelled at the request of the Client by certified letter, the Developer has the right to retain the nonrefundable amount paid by the Client. In the event this amount is not sufficient to cover the Developer and expenses already invested in the project additional payment will be due. If additional payment is due, this will be billed to the Client within 10 days of notification via certified letter to stop work. Final payment will be expected under the same terms as listed in Article 13 above.

31. Entire Understanding
This contract and the Appendices attached thereto constitute the sole agreement between the Developer and the Client regarding this project. It becomes effective only when accepted online and advance money paid by Client to the Developer. It is the spirit of this agreement that this will be a mutually beneficial arrangement for the Client and the Developer.
Any additional work not specified in this contract or any other amendment or modification to this contract must be authorized by a written request signed by both Client and Developer. All prices specified in this contract will be honored for 12 months after Client accepts this contract. Continued services after that time will require a new agreement.
Both parties warrant that they have read, understand and accept the terms set forth in this agreement.
I accept terms and conditions of 4th Quarter Technologies web site contract