Agreement
The client is engaging Resource Launch LLC as an independent contractor for the specific project of developing or modifying an existing piece of software. The client also authorizes Resource Launch LLC to publicize their involvement.

The client is responsible for providing accurate and reliable contact information. The client agrees that any email address given for business purposes will be active and understands that the client is responsible for replying to all correspondence sent to that address by Resource Launch LLC. Failure to respond in a timely manner may result in a suspension of your account if Resource Launch LLC is unable to contact you for a 14-day period using the contact information that you have provided.

Changes and Additions
Any changes requested by the client after agreed completion may be subject to additional charges. Additional work requested will be considered as a separate work order. Resource Launch LLC is under no obligation to make any additions that do not arrive in writing or arrive without an acknowledgement of charges to be billed. You must submit a new work order request when adding additional features to the software. Any further revisions in the software may result in additional charges if it requests anything other than a simple change of content or a correction of an error.

Completion Date
Resource Launch LLC and the client must work together to complete the software in a timely manner. Resource Launch LLC agrees to complete the software in a timely manner, after all information and materials are received by Resource Launch LLC.

If the client does not supply all information and materials by a date, two (2) weeks from the date that a work request has been received, the account may be suspended or even cancelled at the discretion of Resource Launch LLC. If for any reason, a lengthy delay is anticipated after all materials have been delivered to Resource Launch LLC, Resource Launch LLC will provide a refund for any uncompleted work that is cancelled by the client or advise the client of a new schedule for the contracted work.

Milestones
Should the software be of sizeable nature or if it is agreed that milestones will be used, the client and Resource Launch LLC will understand and agree that certain dates will be marked as requiring a certain piece of the software to be completed.

Payment of Fees
All work completed or in progress remains the legal property of Resource Launch LLC until full payment is received. Once full payment is made, the client shall retain legal ownership of all contracted work.

Fees to Resource Launch LLC are due before the commencement of any contracted work. If payment is not arranged within 7 days of the Submission of the work order, the account can be cancelled by Resource Launch LLC.

A sum of 25% of the total amount quoted by Resource Launch LLC becomes due and payable at the time that the work is contracted. The remaining balance is due at the time when all work is completed and is ready to be handed over to the client. Failure to do so may result in some or all of the contracted work to remain under the ownership of Resource Launch LLC until payment of the full balance is made.

Fees for updates are due within ten (10) days of receipt of invoice. Payments must be paid promptly. Delinquent bills will be assessed a $75 dollar a day charge if payment is not received within 10 days of the due date. If the amount remains delinquent thirty (30) days after its due date, the account will be suspended until the account is paid in full – including the $75 dollar a day charge for delinquency.

If the amount remains delinquent for more than one (1) month, the account will be turned over to a collection agency.

Impossibility of Performance
Client acknowledges and agrees that Resource Launch LLC cannot guarantee the absence of service interruptions caused by Acts of God or other circumstances beyond their control including, but not limited to, local telecommunications problems, line failures, or temporary down time for maintenance or upgrades. The client also accepts that because certain pieces of software may rely on delivery through a world-wide “web” of co-operating systems – from time to time, any software may temporarily experience interruptions beyond the control of Resource Launch LLC.

Copyrights and Trademarks
The client unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Resource Launch LLC for inclusion in the software are owned, or that the proper permissions were received by the client from the rightful owner to use the aforementioned elements in the software. The client further guarantees that Resource Launch LLC will be held harmless, be protected from, and be defended from any claim or suit arising from the use of such elements furnished by the client.

Copyright to Software
Upon full final payment of this contract, Resource Launch LLC agrees that its work product produced in the performance of this contract shall remain the exclusive property of client, and that it will not sell, transfer, publish, disclose or otherwise make the work product available to third parties without client’s prior written consent. Rights to photos, graphics, source code, work-up files, and computer programs are specifically not transferred to the client and remain the property of their respective owners. Clients are entitled to personal use of purchased Resource Launch LLC items e.g. for graphics, incorporating it into letterheads, business cards, print advertising (credit to Resource Launch LLC where applicable), however Resource Launch LLC retains the copyright on each item. This means the client is free to use items as in the above fashion, but cannot modify them in any way. Resource Launch LLC also reserves the right to display client’s graphics as examples of Resource Launch LLC’s work on mediums of Resource Launch LLC’s choice. Distribution of graphics to other parties is prohibited, including usage on other aforementioned mediums, inclusion in any collection, or sale of artwork. Resource Launch LLC requires certain information to be placed in files created or modified by Resource Launch LLC referencing Resource Launch LLC’s work.

Refusal of Service
Resource Launch LLC reserves the right to refuse service for any software or material that that it feels is not legal, moral, or in the best interests of Resource Launch LLC. Resource Launch LLC is not responsible for the content of any software. Resource Launch LLC may cancel this contract for failure of the client to abide by its terms.

Cancellations and Refunds
Any cancelled work will only be refunded if cancellation is deemed applicable and before a reasonable amount of work has been completed. Any refund authorized, will be calculated using the terms below.

Any work cancelled by the client after being delivered may be considered for a partial refund at the sole discretion of Resource Launch LLC.

Once work has commenced, the initial deposit of 25% is non-refundable. Notice of cancellation must be received in writing, and Resource Launch LLC will invoice the client for any work completed for which compensation is not included within the aforementioned 25% deposit. The client agrees to accept responsibility for all work completed prior to written notice of cancellation being received by Resource Launch LLC.

Credit
Textual information referencing Resource Launch LLC will appear on all pages created and modified by Resource Launch LLC. The client agrees to keep the textual information for as long as the software, designed by Resource Launch LLC, is available using any medium.

This agreement may be changed without notice. The user agrees to be bound by the current version of this document.