Work-for-Hire Agreement - May 26, 2013

Work-for-hire agreement for ReligiON Android development

This is an Agreement between YunXiong Shen, located at 1 Xingsan Road, Zhenxing Area, Dandong City, Liaoning Province, China, hereinafter Contractor; and ReligiON Ltd., hereinafter Company, normally doing business at 88 Lockhart Road, Wan Chai, Hong Kong.

This Agreement covers the preparation of ReligiON Android app development further described in reference materials submitted separately and beforehand, and submission of work and materials therefor. The work will take part in two Phases. Contractor will receive a total fee of $1100 (one thousand one hundred U.S. dollars) which is split into three payments; $400 (four hundred U.S. dollars) upon completion of Phase 1, $300 (three hundred U.S. dollars) during Phase 2, and $400 (four hundred U.S. dollars) upon satisfactory completion of the project. Contractor will deliver to Company Phase 1 no later than the 28th of August 2013, in form and content satisfactory to Company. A deadline for Phase 2 will be mutually agreed between Company and Contractor at a later date.

In the event that Contractor does not or is unable to provide complete work in form and content satisfactory to Company within the given timeframe set above, an amount of $75 (seventy-five U.S. dollars) will be deducted from the second payment for each 24 hour period subsequent to the expiry of the given timeframe set above. If the amount of late fees exceeds the amount of the total payment, Contractor will be liable for payment to Company in the amount of the total worth of the Agreement only. Same penalty fee may be levied should Contractor, in the opinion of Company, misrepresent himself, his abilities or work produced at any point; or should Contractor wish to pull out of the Agreement.

Contractor is an independent contractor. This work is considered work-for-hire under the United States Copyright Act of 1976. All electronic files and other materials related to it will become the property of Company. Contractor acknowledges that the ReligiON Android app is being created in part by Contractor for exclusive use by Company.

At Company's sole and absolute discretion, Company may make any changes in, deletions from, or additions to the ReligiON Android app after the completion of the described work contributed by Contractor. Company is not under any obligation to use the work created by Contractor.

Contractor acknowledges that the ReligiON Android app is being created by Contractor for exclusive use by Company and that ReligiON Android app is a work made for hire under the United States Copyright Act of 1976. At all stages of development, the ReligiON Android app shall be and remain the sole and exclusive property of Company. If for any reason the results and proceeds of Contractor's services hereunder are determined at any time not to be a work made for hire, Contractor hereby assigns to Company all right, title and interest therein, including all copyrights as well as renewals and extensions thereto.

Contractor represents and warrants to Company that to the best of his knowledge the electronic files and other materials produced do not infringe on any copyright or personal or proprietorial rights of others, and that he has the unencumbered right to enter into this Agreement.

Contractor will indemnify Company from any damage or loss, including attorney's fees, rising out of any breach of this warranty.

Any proprietary information, trade secrets and working relationships between Contractor and Company and its employees, clients, customers and partners must be considered strictly confidential, and may not be disclosed to any third party, either directly or indirectly.

With reasonable cause, either party reserves the right to cancel this Agreement without obligation by 24 hours written notice to the other party of the intent to terminate. In the event that either party shall be in default of its material obligations under this Agreement and shall fail to remedy such default within 60 days after receipt of written notice thereof, this Agreement shall terminate upon expiration of the 60 days period. Should Contractor's commission be cancelled or postponed for any reason before the final stage, Company agrees to pay a cancellation fee based on work completed.


Please indicate acceptance of the terms set forth above by signing this Agreement.




May 26, 2013

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