1. Authorization. The client is engaging Iandiam, a partnership, located at 2342 Shattuck Av. #119, Berkeley, CA 94704, as an independent contractor for the specific project of developing and/or improving a website to be installed on the client's web space on a web hosting service's computer. The client hereby authorizes Iandiam to access this account, and authorizes the web hosting service to provide Iandiam with "write permission" for the client's web page directory, cgi-bin directory, and any other directories or programs which need to be accessed for this project. The client also authorizes Iandiam to publicize their completed website to Web search engines, as well as other Web directories and indexes.

2. The text and graphic content of the web pages will be supplied by the client and executed as specified by the client in this document It is understood that the total price calculated below covers the complete scope of this job in its entirety. Any other requests, additions, or add-ons, such as; products, product quantities, product categories, photos, pages, will be handled as a separate charge, and will, in no way, affect the fixed price quoted in this contract. The client is responsible for providing the server environment adequate for functioning of the programming code. Iandiam has agreed to provide the programming of web scripts only.  Any configuration of server or other non programming roles are the responsibility of the client.

3. Maintenance and Hourly Rate. This agreement includes minor updates and regular maintenance to random functions over a six-month period, including updating links and making minor changes to a sentence or paragraph.

If the client or an agent other than Iandiam attempts updating or changing any elements written by Iandiam, time to repair selected area will be assessed at the hourly rate, and is not included as part of the updating time. The six-month maintenance period commences upon the date the client signs this contract. 

4. Completion Date. Iandiam and the client must work together to complete the website in a timely manner. We agree that the duration of the project is estimated to be hourly until finished

If the client does not supply Iandiam with the proper amount of text, graphic content, login information, ftp and server access, within eight weeks of the date this contract was signed, the entire amount of the contract becomes due and payable.

5. Payment of Fees. 100% is due when the criteria in section 1 of this document are met.  In case the client has not secured Web space on a web hosting service by the time the web pages are completed, the web pages may be delivered to the client on diskette or attached to an e-mail message. All payments will be made in US funds.

6. Assignment of Project. Iandiam reserves the right to assign subcontractors to this project to insure the right fit for the job as well as on-time completion. No other party, but Iandiam, is granted permission to any sensitive personal account information supplied by the client. Any party given permission to work on any part of this job is the complete responsibility of Iandiam and will be held 100% accountable.

7. Legal. Iandiam does not warrant that the functions contained in these web pages or the Internet website will be uninterrupted or error-free, due to web-host, web-server, or any other internet issues not connected or affiliated with Iandiam.  In no event will Iandiam be liable to the client or any third party for any damages, including any 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 this website due to such circumstances. Iandiam does, however, guarantee the complete functionality of the pages and written code included within the parameters of this job.

8. Copyrights and Trademarks. The client represents to Iandiam and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Iandiam 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 Iandiam and its subcontractors from any claim or suit arising from the use of such elements furnished by the client.

9. Laws Affecting Electronic Commerce. From time to time governments enact laws and levy taxes and tariffs affecting Internet electronic commerce. The client agrees that the client is solely responsible for complying with such laws, taxes, and tariffs, and will hold harmless, protect, and defend Iandiam and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the client's exercise of Internet electronic commerce.

10. Copyrights. Copyright to the finished assembled work of web pages is owned by the client. Upon final payment of this contract, Iandiam is assigned no given right to use or duplicate the entire finished assembled work of web pages within the finished assembled website. All rights to the assembled work of web pages are considered transferred and will remain the property of the client. Unless otherwise stipulated all individual programs and program modules are considered to be part of the Iandiam library of code.  Iandiam and its subcontractors retain full rights and ownership to the Iandiam library of code at all times.  The copyright Iandiam does not have rights to is the entire assembled site as transferred to the client. Iandiam and its subcontractors retain the right to display links the websites we produce on our website as examples of our work in respective portfolios.

11. Payment of fees. Payments must be made promptly. Delinquent bills will be assessed a $25 charge if payment is not received within 14 days of the due date. If an amount remains delinquent 30 days after its due date, an additional 5% penalty will be added for each month of delinquency. In case collection proves necessary, Iandiam reserves the right to put the contract in the hands of collections and the client will be made aware of such action. The client agrees to pay all fees incurred by the collection process. This agreement becomes effective only when signed by Iandiam. Regardless of the place of signing of this agreement, the client agrees that for purposes of venue, this contract was entered into in Alameda County, California, and any dispute will be litigated or arbitrated in Alameda County, California.

12. Sole Agreement. The agreement contained in this Contract constitutes the sole agreement between Iandiam and the client regarding this website. Any additional work not specified in this contract must be authorized by a written change order. All prices specified in this contract will be honored for six (6) months after both parties sign this contract. Continued services after that time will require a new agreement.

13. Non Compete Agreement.  Iandiam as a subcontractor shall not, for a period of 2 years during and after the period of the contract, engage directly or indirectly, either personally or as an employee, associate partner, partner, manager, agent, or otherwise, or by means of any corporate or other device, the client.