Website Design Agreement (India)

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Negotiating the design of your website or planning to design the website of a client? Don't start without our Website Design Agreement. This agreement provides the basic conditions, project parameters, consultation, updates and treatment of confidential information. In addition, the agreement will reaffirm that an employer/employee relationship is not created. Having a written Website Design Agreement is important and will prove invaluable in the event of misunderstandings or disagreements.

Among others, this form includes the following provisions:
  • Parties to the Agreement: This provision contains the identity and names of the parties entering into the agreement;
  • Services: This provision sets forth in detail the specific services the designer will render;
  • Authorisation: This provision sets forth designer’s authorisation to access client’s host computer;
  • Compensation and Date of Completion: These provisions set out the amount of compensation to be paid, payment schedule and date of completion of the project;
  • Ownership of Prepared Materials: This provision sets out who will own the exclusive rights to copyrighted materials.

Protect Yourself and Your Rights by using our professionally prepared up-to-date forms.

This lawyer-prepared packet contains:
  1. Instructions and Checklist
  2. General Information
  3. Website Design Agreement for use in India
Law Compliance: This form complies with the laws of the states and territories of India
This is the content of the form and is provided for your convenience. It is not necessarily what the actual form looks like and does not include the information, instructions and other materials that come with the form you would purchase. An actual sample can also be viewed by clicking on the "Sample Form" near the top left of this page.













Website Design Agreement
(India)









This Packet Includes:
1. Instructions and Checklist
2. General Information
3. Website Design Agreement








Instructions and Checklist
Website Design Agreement

   Both the Client and the Designer should read this agreement carefully before signing.  

   The Client or an agent of the Client must sign the Agreement.

   The Designer must sign the Agreement.

   The Agreement should be signed no later than when the service is to begin.

   Generally both the Client and the Designer each retain an original signed Agreement; therefore, at least two original copies of the Agreement should be executed (i.e. signed).

    This form should not be used if the Designer is considered an employee of the Client.

   Laws vary from time to time. These forms are not intended to be and are not a substitute for legal advice. These forms should only be a starting point for you and should not be used or signed before first consulting with a lawyer to ensure that it addresses your particular situation. A lawyer should be consulted before negotiating any document with another party.

    The purchase and use of these forms is subject to the “Disclaimers and Terms of Use” found at www.findlegalforms.com.


General Information


Website Design Agreement

A Website Design Agreement is an agreement between a company/person (the “Client”) and an independent contractor (the “Designer”) for the design of a new website or improvement of a currently existing website.
 
The Website Design Agreement serves a number of beneficial purposes.  It provides the basic conditions, project parameters, consultation, updates, treatment of confidential information, the terms of payment for the Designers services to the Client and much more.  It clarifies copyright ownership, liabilities and expectations of the parties.  In addition, the agreement will reaffirm that an employer/employee relationship is not created.

It is best, if the Designer signs the agreement at the beginning of his/her service, then it becomes a condition of his/her engagement with the company.



Laws change from time to time, therefore the client and the independent contractor should become familiar with the existing laws before entering into this type of arrangement.  In addition, before using the form you should always consult with your lawyer to ensure that it addresses your specific situation.


DISCLAIMER:

FindLegalForms, Inc. (“FLF”) is not a law firm and does not provide legal advice.  The use of these materials is not a substitute for legal advice. Only a lawyer can provide legal advice.  A lawyer should be consulted for all serious legal matters.  No Lawyer-Client relationship is created by use of these materials.  

THESE MATERIALS ARE PROVIDED “AS-IS.  FLF DOES NOT GIVE ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, SUITABILITY OR COMPLETENESS FOR ANY OF THE MATERIALS FOR YOUR PARTICULAR NEEDS.  THE MATERIALS ARE USED AT YOUR OWN RISK.  IN NO EVENT WILL:  I) FLF, ITS AGENTS, PARTNERS, OR AFFILIATES; OR II) THE PROVIDERS, AUTHORS OR PUBLISHERS OF ITS MATERIALS, BE RESPONSIBLE OR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATE OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER USED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THESE MATERIALS. 







Website Design Agreement

This Website Design Agreement (the “Agreement”) is made and entered on ____________, ___________, by and between __________________________________________(“Client”) and _____________________________________________________________ (“Designer”) (collectively referred to as the “Parties”).  Clients current website address, if any, is: www.________________ (the “URL”).  


The Parties agree as follows:

1.    SERVICES:  Client shall engage Designer for the specific project of developing and/or improving a world wide website (the “Site”) to be installed on the clients web space, if any, located on its computer or an ISPs computer.  Such services to be described in greater detail below (the “Services”):  [erase any services that will not be included]

A.   Email/Phone Consultation.  Designer will provide Client up to _________ total hours of general orientation which includes, but is not limited to, any and all internet orientation, marketing strategy, and education regarding use of a web page editor.  Additional consultation may be purchased at Designers hourly rate of Rs._________ per hour.

B.   Web Page Design.  Designer will provide Client up to __________ web pages (e.g. home page, contact page, products page, etc.) (the “Pages”).  Client shall supply the final text (a __________word maximum per page) for each page.  Further specifications for the Pages are listed in Exhibit A attached hereto.

C.   Domain Name Registration/Reservation.   Designer will reserve and register, on behalf of Client, the domain name(s) listed on Exhibit B attached hereto, if such domain name(s) are available.  Designer is not responsible if such name(s) is unavailable for any reason.  Client is responsible for all domain name fees and registration costs.

D.   Links.  Designer will provide Client up to ___________ links to external pages.

E.   Custom Graphics.  Designer will provide Client with the following graphics (the “Custom Graphics”): [include description of graphics including Masthead, Top-of-Page, etc.] ___________________________________________________________

F.   Web Page Installation.  Designer will install the Pages on the ISPs Host Computer.  

G.   Registration. Designer will register the Page(s) with the following search engines: ____________________________________________________
___________________________________________________________
Any registration costs or fees are the responsibility of Client.
H.   Revisions/Updates.  Designer will provide Client with ____ free revisions/updates within a ____ month period after the installation of the Pages.  The purpose of the revisions and updates is to: i) make cosmetic adjustments to the Pages and ii) correct any errors; however, they are not for the purpose of make material changes to the Pages. Additional consultation, revisions and maintenance may be purchased at Designers hourly rate of Rs._________ per hour.  

2.   AUTHORISATION.  If applicable, Client hereby authorises Designer to access the Sites hosting account located on the following ISPs host computer: _________
_____________________________________ (the “ISP”).  Client further instructs the ISP to provide Designer with access to any directories or other programs, which need to be accessed for the completion of the Services pursuant to this Agreement.

3.   COMPENSATION:  For the Services contemplated in this Agreement, the Client will pay Designer a fee of Rs.________________.  This fee does not include the production of any additional pages, additional photos, or additional graphics not described in Section 1 of this Agreement. Payment shall be made as follows [check the appropriate box]:

[ ]  _________% at the signing of this Agreement and _________% upon Completion of the Services.

[ ]  upon Completion of the Services.

[ ]  other: _______________________________________________

“Completion of the Services” means the earlier of:  i) upon approval of the Site by Client after the Site has been uploaded to a temporary or permanent site on the Clients or the ISPs host computer, or ii) ____ days after the site has been uploaded to a temporary or permanent site on Clients or ISPs host computer for approval by Client if Client has not notified Designer of its approval or disapproval of the Site.

4.   TIME OF COMPLETION:  Designer will take all reasonable actions to complete the Services by __________________, 20__.  However, Client acknowledges that delays in Designer receiving materials from Client or a third party may slow completion of the Services.

5.   EXPENSES:  Client agrees to reimburse Designer for all reasonable expenses authorised in advanced by Client and incurred in connection with this Agreement including, but not limited to, special graphics, special photography, special software, special fonts, etc.

6.   INDEPENDENT CONTRACTOR.  Designer is an independent contractor and not an employee of the Client, and, unless otherwise stated in this Agreement, is not entitled to any of the benefits normally provided to the employees of Client.

7.   CONFIDENTIALITY:  Designer acknowledges that he/she may have access to Clients confidential and proprietary information.  Such confidential information may include, without limitation: i) business and financial information, ii) business methods and practices, iii) technologies and technological strategies, iv) marketing strategies and v) other such information as Client may designate as confidential (“Confidential Information”).  Designer agrees to not disclose to any other person (unless required by law) or use for personal gain any Confidential Information at any time during or after the term of this Agreement, unless Client grants express, written consent of such a disclosure.  In addition, Designer will use his/her best efforts to prevent any such disclosure.  Confidential Information will not include information that is in the public domain, unless such information falls into the public domain through Designers unauthorised actions.

8.   OWNERSHIP OF PREPARED MATERIALS:  Except those items described below, all materials, including the Pages and Custom Graphics, prepared by Designer for Client (the “Prepared Materials”) shall be considered the exclusive property of Client.  Designer hereby assigns and transfers any and all rights, title and interest that he/she may have in the Prepared Materials, including any rights under copyright law, to Client.  The Prepared Materials do not, however, include any items or materials that pre-existed this Agreement (“Pre-existing Materials”).  Designer hereby gives Client a nonexclusive, worldwide, royalty-free license to use, execute, display or perform any Pre-Existing Materials included or contained in the Prepared Materials.  Client acknowledges and agrees that Designer may include the Site, the Pages or any of the other Prepared Materials in Designers portfolio.

9.   CLIENT REPRESENTATIONS.  Client represents and warrants that the text, graphics, and photographs provided to Designer for the Site are owned or licensed by Client, and that Client is authorised to use and display such items in the manner contemplated by this Agreement.  Client shall be solely responsible for the Site and materials on the Site and the validity of copyrights, trademarks and ownership claimed by Client.  Client agrees to indemnify and hold Designer harmless from and against any claim, loss, damage, expense or liability (including lawyer's fees and costs) that may result in whole or in part, from: i) any infringement or any claim of infringement, of any trademark, copyright, trade secret, or negligence arising from any of the text, graphics, and photographs provided by Client, ii) any claim by a third party regarding any services or products sold or otherwise distributed by Client, its employees or agents, or iii) any claim, suit, penalty, tax or tariff arising from Clients use of the internet or electronic commerce .

10.  TERMINATION OF CONTRACT:  In the event Client cancels or terminates this Agreement before Completion of the Services, Designer shall be paid by Client pro rata for all completed work and the payment of any authorised expenses.

11.  RETURN OF PROPERTY:  Upon termination of the Services, Designer will promptly return to Client all drawings, documents and other tangible manifestations of the Confidential Information (and all copies and reproductions thereof).  In addition, Designer will return any other property belonging to Client including without limitation: computers, office supplies, money and documents.

12.  CONTINUING OBLIGATIONS:  Notwithstanding the termination of this Agreement for any reason, the provisions of Sections 7, 8 and 9 of this Agreement will continue in full force and effect following such termination.

13.  BINDING EFFECT:  The covenants and conditions contained in the Agreement shall apply to and bind the Parties and the heirs, legal representatives, successors and permitted assigns of the Parties.

14.  CUMULATIVE RIGHTS: The Parties rights under this Agreement are cumulative, and shall not be construed as exclusive of each other unless otherwise required by law.

15.  WAIVER: The failure of either party to enforce any provisions of this Agreement shall not be deemed a waiver or limitation of that partys right to subsequently enforce and compel strict compliance with every provision of this Agreement.

16.  SEVERABILITY: If any part or parts of this Agreement shall be held unenforceable for any reason, the remainder of this Agreement shall continue in full force and effect. If any provision of this Agreement is deemed invalid or unenforceable by any court of competent jurisdiction, and if limiting such provision would make the provision valid, then such provision shall be deemed to be construed as so limited.

17.  ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the Parties and supersedes any prior understanding or representation of any kind preceding the date of this Agreement. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of this Agreement. This Agreement may be modified in writing and must be signed by both Client and Designer.

18.  NOTICE: Any notice required or otherwise given pursuant to this Agreement shall be in writing and mailed certified return receipt requested, postage prepaid, or delivered by overnight delivery service, addressed as follows:

Client:                  Designer:

________________________________      ______________________________
________________________________      ______________________________
________________________________      ______________________________

Either party may change such addresses from time to time by providing notice as set forth above.

19.  GOVERNING LAW:  This Agreement shall be governed by and construed in accordance with the laws of India.

IN WITNESS WHEREOF, the parties have caused this Agreement to be executed the day and year first written above.

CLIENT:                  DESIGNER:
_______________________________      ______________________________
Signature                  Signature

_______________________________      ______________________________
Name (please print)               Name (please print)

_______________________________      ______________________________
Title (if applicable)               Title (if applicable)

EXHIBIT A

SPECIFICATIONS FOR PAGES

EXHIBIT B

DOMAIN NAME(S)

Number of Pages10
DimensionsDesigned for Letter Size (8.5" x 11")
EditableYes (.doc, .wpd and .rtf)
UsageUnlimited number of prints
Product number#34853
This is the content of the form and is provided for your convenience. It is not necessarily what the actual form looks like and does not include the information, instructions and other materials that come with the form you would purchase. An actual sample can also be viewed by clicking on the "Sample Form" near the top left of this page.













Website Design Agreement
(India)









This Packet Includes:
1. Instructions and Checklist
2. General Information
3. Website Design Agreement








Instructions and Checklist
Website Design Agreement

   Both the Client and the Designer should read this agreement carefully before signing.  

   The Client or an agent of the Client must sign the Agreement.

   The Designer must sign the Agreement.

   The Agreement should be signed no later than when the service is to begin.

   Generally both the Client and the Designer each retain an original signed Agreement; therefore, at least two original copies of the Agreement should be executed (i.e. signed).

    This form should not be used if the Designer is considered an employee of the Client.

   Laws vary from time to time. These forms are not intended to be and are not a substitute for legal advice. These forms should only be a starting point for you and should not be used or signed before first consulting with a lawyer to ensure that it addresses your particular situation. A lawyer should be consulted before negotiating any document with another party.

    The purchase and use of these forms is subject to the “Disclaimers and Terms of Use” found at www.findlegalforms.com.


General Information


Website Design Agreement

A Website Design Agreement is an agreement between a company/person (the “Client”) and an independent contractor (the “Designer”) for the design of a new website or improvement of a currently existing website.
 
The Website Design Agreement serves a number of beneficial purposes.  It provides the basic conditions, project parameters, consultation, updates, treatment of confidential information, the terms of payment for the Designers services to the Client and much more.  It clarifies copyright ownership, liabilities and expectations of the parties.  In addition, the agreement will reaffirm that an employer/employee relationship is not created.

It is best, if the Designer signs the agreement at the beginning of his/her service, then it becomes a condition of his/her engagement with the company.



Laws change from time to time, therefore the client and the independent contractor should become familiar with the existing laws before entering into this type of arrangement.  In addition, before using the form you should always consult with your lawyer to ensure that it addresses your specific situation.


DISCLAIMER:

FindLegalForms, Inc. (“FLF”) is not a law firm and does not provide legal advice.  The use of these materials is not a substitute for legal advice. Only a lawyer can provide legal advice.  A lawyer should be consulted for all serious legal matters.  No Lawyer-Client relationship is created by use of these materials.  

THESE MATERIALS ARE PROVIDED “AS-IS.  FLF DOES NOT GIVE ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, SUITABILITY OR COMPLETENESS FOR ANY OF THE MATERIALS FOR YOUR PARTICULAR NEEDS.  THE MATERIALS ARE USED AT YOUR OWN RISK.  IN NO EVENT WILL:  I) FLF, ITS AGENTS, PARTNERS, OR AFFILIATES; OR II) THE PROVIDERS, AUTHORS OR PUBLISHERS OF ITS MATERIALS, BE RESPONSIBLE OR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATE OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER USED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THESE MATERIALS. 







Website Design Agreement

This Website Design Agreement (the “Agreement”) is made and entered on ____________, ___________, by and between __________________________________________(“Client”) and _____________________________________________________________ (“Designer”) (collectively referred to as the “Parties”).  Clients current website address, if any, is: www.________________ (the “URL”).  


The Parties agree as follows:

1.    SERVICES:  Client shall engage Designer for the specific project of developing and/or improving a world wide website (the “Site”) to be installed on the clients web space, if any, located on its computer or an ISPs computer.  Such services to be described in greater detail below (the “Services”):  [erase any services that will not be included]

A.   Email/Phone Consultation.  Designer will provide Client up to _________ total hours of general orientation which includes, but is not limited to, any and all internet orientation, marketing strategy, and education regarding use of a web page editor.  Additional consultation may be purchased at Designers hourly rate of Rs._________ per hour.

B.   Web Page Design.  Designer will provide Client up to __________ web pages (e.g. home page, contact page, products page, etc.) (the “Pages”).  Client shall supply the final text (a __________word maximum per page) for each page.  Further specifications for the Pages are listed in Exhibit A attached hereto.

C.   Domain Name Registration/Reservation.   Designer will reserve and register, on behalf of Client, the domain name(s) listed on Exhibit B attached hereto, if such domain name(s) are available.  Designer is not responsible if such name(s) is unavailable for any reason.  Client is responsible for all domain name fees and registration costs.

D.   Links.  Designer will provide Client up to ___________ links to external pages.

E.   Custom Graphics.  Designer will provide Client with the following graphics (the “Custom Graphics”): [include description of graphics including Masthead, Top-of-Page, etc.] ___________________________________________________________

F.   Web Page Installation.  Designer will install the Pages on the ISPs Host Computer.  

G.   Registration. Designer will register the Page(s) with the following search engines: ____________________________________________________
___________________________________________________________
Any registration costs or fees are the responsibility of Client.
H.   Revisions/Updates.  Designer will provide Client with ____ free revisions/updates within a ____ month period after the installation of the Pages.  The purpose of the revisions and updates is to: i) make cosmetic adjustments to the Pages and ii) correct any errors; however, they are not for the purpose of make material changes to the Pages. Additional consultation, revisions and maintenance may be purchased at Designers hourly rate of Rs._________ per hour.  

2.   AUTHORISATION.  If applicable, Client hereby authorises Designer to access the Sites hosting account located on the following ISPs host computer: _________
_____________________________________ (the “ISP”).  Client further instructs the ISP to provide Designer with access to any directories or other programs, which need to be accessed for the completion of the Services pursuant to this Agreement.

3.   COMPENSATION:  For the Services contemplated in this Agreement, the Client will pay Designer a fee of Rs.________________.  This fee does not include the production of any additional pages, additional photos, or additional graphics not described in Section 1 of this Agreement. Payment shall be made as follows [check the appropriate box]:

[ ]  _________% at the signing of this Agreement and _________% upon Completion of the Services.

[ ]  upon Completion of the Services.

[ ]  other: _______________________________________________

“Completion of the Services” means the earlier of:  i) upon approval of the Site by Client after the Site has been uploaded to a temporary or permanent site on the Clients or the ISPs host computer, or ii) ____ days after the site has been uploaded to a temporary or permanent site on Clients or ISPs host computer for approval by Client if Client has not notified Designer of its approval or disapproval of the Site.

4.   TIME OF COMPLETION:  Designer will take all reasonable actions to complete the Services by __________________, 20__.  However, Client acknowledges that delays in Designer receiving materials from Client or a third party may slow completion of the Services.

5.   EXPENSES:  Client agrees to reimburse Designer for all reasonable expenses authorised in advanced by Client and incurred in connection with this Agreement including, but not limited to, special graphics, special photography, special software, special fonts, etc.

6.   INDEPENDENT CONTRACTOR.  Designer is an independent contractor and not an employee of the Client, and, unless otherwise stated in this Agreement, is not entitled to any of the benefits normally provided to the employees of Client.

7.   CONFIDENTIALITY:  Designer acknowledges that he/she may have access to Clients confidential and proprietary information.  Such confidential information may include, without limitation: i) business and financial information, ii) business methods and practices, iii) technologies and technological strategies, iv) marketing strategies and v) other such information as Client may designate as confidential (“Confidential Information”).  Designer agrees to not disclose to any other person (unless required by law) or use for personal gain any Confidential Information at any time during or after the term of this Agreement, unless Client grants express, written consent of such a disclosure.  In addition, Designer will use his/her best efforts to prevent any such disclosure.  Confidential Information will not include information that is in the public domain, unless such information falls into the public domain through Designers unauthorised actions.

8.   OWNERSHIP OF PREPARED MATERIALS:  Except those items described below, all materials, including the Pages and Custom Graphics, prepared by Designer for Client (the “Prepared Materials”) shall be considered the exclusive property of Client.  Designer hereby assigns and transfers any and all rights, title and interest that he/she may have in the Prepared Materials, including any rights under copyright law, to Client.  The Prepared Materials do not, however, include any items or materials that pre-existed this Agreement (“Pre-existing Materials”).  Designer hereby gives Client a nonexclusive, worldwide, royalty-free license to use, execute, display or perform any Pre-Existing Materials included or contained in the Prepared Materials.  Client acknowledges and agrees that Designer may include the Site, the Pages or any of the other Prepared Materials in Designers portfolio.

9.   CLIENT REPRESENTATIONS.  Client represents and warrants that the text, graphics, and photographs provided to Designer for the Site are owned or licensed by Client, and that Client is authorised to use and display such items in the manner contemplated by this Agreement.  Client shall be solely responsible for the Site and materials on the Site and the validity of copyrights, trademarks and ownership claimed by Client.  Client agrees to indemnify and hold Designer harmless from and against any claim, loss, damage, expense or liability (including lawyer's fees and costs) that may result in whole or in part, from: i) any infringement or any claim of infringement, of any trademark, copyright, trade secret, or negligence arising from any of the text, graphics, and photographs provided by Client, ii) any claim by a third party regarding any services or products sold or otherwise distributed by Client, its employees or agents, or iii) any claim, suit, penalty, tax or tariff arising from Clients use of the internet or electronic commerce .

10.  TERMINATION OF CONTRACT:  In the event Client cancels or terminates this Agreement before Completion of the Services, Designer shall be paid by Client pro rata for all completed work and the payment of any authorised expenses.

11.  RETURN OF PROPERTY:  Upon termination of the Services, Designer will promptly return to Client all drawings, documents and other tangible manifestations of the Confidential Information (and all copies and reproductions thereof).  In addition, Designer will return any other property belonging to Client including without limitation: computers, office supplies, money and documents.

12.  CONTINUING OBLIGATIONS:  Notwithstanding the termination of this Agreement for any reason, the provisions of Sections 7, 8 and 9 of this Agreement will continue in full force and effect following such termination.

13.  BINDING EFFECT:  The covenants and conditions contained in the Agreement shall apply to and bind the Parties and the heirs, legal representatives, successors and permitted assigns of the Parties.

14.  CUMULATIVE RIGHTS: The Parties rights under this Agreement are cumulative, and shall not be construed as exclusive of each other unless otherwise required by law.

15.  WAIVER: The failure of either party to enforce any provisions of this Agreement shall not be deemed a waiver or limitation of that partys right to subsequently enforce and compel strict compliance with every provision of this Agreement.

16.  SEVERABILITY: If any part or parts of this Agreement shall be held unenforceable for any reason, the remainder of this Agreement shall continue in full force and effect. If any provision of this Agreement is deemed invalid or unenforceable by any court of competent jurisdiction, and if limiting such provision would make the provision valid, then such provision shall be deemed to be construed as so limited.

17.  ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the Parties and supersedes any prior understanding or representation of any kind preceding the date of this Agreement. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of this Agreement. This Agreement may be modified in writing and must be signed by both Client and Designer.

18.  NOTICE: Any notice required or otherwise given pursuant to this Agreement shall be in writing and mailed certified return receipt requested, postage prepaid, or delivered by overnight delivery service, addressed as follows:

Client:                  Designer:

________________________________      ______________________________
________________________________      ______________________________
________________________________      ______________________________

Either party may change such addresses from time to time by providing notice as set forth above.

19.  GOVERNING LAW:  This Agreement shall be governed by and construed in accordance with the laws of India.

IN WITNESS WHEREOF, the parties have caused this Agreement to be executed the day and year first written above.

CLIENT:                  DESIGNER:
_______________________________      ______________________________
Signature                  Signature

_______________________________      ______________________________
Name (please print)               Name (please print)

_______________________________      ______________________________
Title (if applicable)               Title (if applicable)

EXHIBIT A

SPECIFICATIONS FOR PAGES

EXHIBIT B

DOMAIN NAME(S)

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