The above named person or business (herein referred to as"Client") has engaged Jim Chaussé for the specific purpose of designing a World Wide Web site.

1.  SERVICES TO BE RENDERED.  Jim Chaussé herein referred to as "Contractor" agrees to perform Web design services as described in Exhibit A attached.

All services described therein are to be performed by Jim Chaussé, and/or his subcontractors in accordance with the most commonly accepted standards and practices of the Web Services Industry.

2.  COST.  Notwithstanding any prices listed in literature or on Web pages, the Client and Contractor agree that the services described in this contract shall be completed for $__________________.( estimated price subject to Clients modifications and changes.)

3.  ADDITIONAL SERVICES. The terms and conditions set forth in this document constitutes the sole agreement between Contractor and the Client regarding this Web site.  Any additional work not specified in this contract must be authorized in writing.  Should the client desire additional standard Web pages beyond the original number of pages specified, the Client agrees to pay Contractor an additional $______ per hour, or $________ per page. Any maintenance, such as additions, deletions, changes, uploading to server or search engine submissions required after completion will also be handled on the agreed upon fee per hour or per page.

4.  PERFORMANCE.  Contractor agrees to display a first draft of the Web Site no later than ____________________. Contractor agrees to provide the completed Web site within ________________ business days of receipt of final comments and acceptance of the proposed layout and design.

5.  PAYMENT.  Client agrees to pay to Contrator an initial sum of $_____________ upon execution of this agreement.   All remaining charges agreed upon and which may accrue shall become due and payable to Contractor upon completion of the services described in Schedule A.  Delinquent bills will be assessed $25 charge if payment is not received within 15 days of the due date.  If an amount remains delinquent 30 days after its due date, an additional 10% penalty on the outstanding balance will be added for each month of delinquency.  Contractor reserves the right to remove Web pages from viewing on the Internet until final payment is made.   Should collection activities become necessary, the Client agrees to pay all fees relating to said activity.

6.  SUBCONTRACTING.  Contractor reserves the right to assign other Web designers or subcontractors to this project.

7.  WARRANTIES AND LIABILITY.  Contractor does not warrant that the functions of the web site will meet the Client's expectations of site traffic or resulting business.  In no event will Contractor or his sub-contractors be liable to the Client or any third party for any damages, including any perceived lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability to operate these Web pages or Web site due to circumstances beyond the control of Contractor.

8.  TRADEMARKS & COPYRIGHTS.  The Client represents to Contractor and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Contractor for inclusion in Web pages 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 Contractor from any claim or suit arising from the use of such elements furnished by the Client.  Copyright to the assembled work of Web pages produced by Contractor is owned by Contractor.  Upon final payment of this contract, all rights owned by Contractor as to the design, graphics, and text in this Web site transfer to the Client.

9.  LITIGATION.  Any disputes arising from this contract will be litigated or arbitrated in Riverside County, California.  This Agreement shall be governed and construed in accordance with the laws of the State of California, USA.

The undersigned hereby agree to the terms, conditions and stipulations of this agreement on behalf of his or her organization or business.  This Agreement constitutes the entire understanding of the parties.  Any changes or modifications thereto must be in writing and signed by both parties. 

IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date indicated below:

CLIENT NAME & TITLE____________________________________ Date_________