This Contract is between Orange Computer Inc. (the "Client") and Less & More Design LLC, a California limited liability company (the "Designer").The Contract is dated [the date both parties sign].
1. PROJECT AND PAYMENT
1.1 Project. The Client is hiring the Designer to do the following: The Designer will assist the Client in the information architecture (IA), user experience (UX), and user interface (UI) of their new website. This will include the home page and five additional static pages.
1.2 Schedule. The Designer will begin work on September 1, 2015 and must finish the work by December 1, 2015.
1.3 Payment. The Client will pay the Designer a flat fee of $10,000.00 (USD). Of this, the Client will pay the Designer $2,500.00 (USD) before work begins.
1.4 Expenses. The Client will reimburse the Designer's expenses. Expenses must be pre approved by the Client. Reimbursement is subject to the following: The Designer will be reimbursed to reasonable, pre-approved expenses, including but not limited to travel, materials costs, and research costs.
1.5 Invoices. The Designer will invoice the Client for work done at the end of the project. The Client agrees to pay the amount owed within 15 days of receiving the invoice. Payment after that date will incur a late fee of 5.0% per month on the outstanding amount.
2. OWNERSHIP AND LICENSES.
2.1 Client Owns All Work Product. As part of this job, the Designer is creating “work product” for the Client. To avoid confusion, work product is the finished product, as well as drafts, notes, materials, mockups, hardware, designs, inventions, patents, code, and anything else that the Designer works on—that is, conceives, creates, designs, develops, invents, works on, or reduces to practice—as part of this project, whether before the date of this Contract or after. The Designer hereby gives the Client this work product once the Client pays for it in full. This means the Designer is giving the Client all of its rights, titles, and interests in and to the work product (including intellectual property rights), and the Client will be the sole owner of it. The Client can use the work product however it wants or it can decide not to use the work product at all. The Client, for example, can modify, destroy, or sell it, as it sees fit.
2.2 Designer’s Use Of Work Product. Once the Designer gives the work product to the Client, the Designer does not have any rights to it, except those that the Client explicitly gives the Designer here.
2.3 Credit For The Work Product. The Client is under no obligation to give credit to the Designer each time it publishes the work product.
2.4 Designer’s Help Securing Ownership. Down the road, the Client may need the Designer’s help to show that the Client owns the work product or to complete the transfer. The Designer agrees to help with that. For example, the Designer may have to sign a patent application. The Client will pay any required expenses for this. If the Client can’t find the Designer, the Designer agrees that the Client can act on the Designer’s behalf to accomplish the same thing. The following language gives the Client that right: if the Client can’t find the Designer after spending reasonable effort trying to do so, the Designer hereby irrevocably designates and appoints the Client as the Designer’s agent and attorney-in-fact, which appointment is coupled with an interest, to act for the Designer and on the Designer’s behalf to execute, verify,