This Letter will set forth the terms under which you the Client, and Appe Diem, LLC will spend the day creating an electronic presentation layout for one app (the “Layout”). At the end of our session, we will deliver to you three or more screen shots with the look and feel of a working app. The intention of the project to create a look/feel presentation for your review and use; it is not to program a working app and it will not result in a working app.
We will begin our project at 8AM on, Date of Session, 2013 (the “Session”). This engagement will be for one day of no more than 9 total hours. The cost for providing the Layout is $1,000 per day. In the event you desire additional consecutive days to further enhance the Layout, then each additional day will be charged at a rate of $900 per day, provided they are consecutive to the first day. Any non-consecutive days are billed at the original amount. All payments are due in advance of our Session, and payment for additional days is due in advance of such additional days. If a Session is ended early for a reason beyond the control of either of us or by Appe Diem you will be entitled only to a rescheduled Session at a mutually agreeable time. If the Session is ended early by you or you fail to attend the Session, then any future Session will be billed in accordance with the terms of this Letter. While we do not expect any additional expenses, if they are generated during the Session, they will be paid by you. Any paper copies, posters, layout boards or similar hard copies produced will be produced at your expense. However, you will be provided, at no additional expense, a flash/USB drive containing all files created during your session(s).
In advance of the Session, we may send you one or more informational questionnaires or surveys to assist us in being prepared for your Session. While we urge you to complete these items in advance and return them to us, we will conduct the Session on the date appointed. If you failure to return the surveys or questionnaires in advance results in our inability to complete the Layout, additional days will be charged at the additional daily rate above.
You will own all rights to any designs, layouts, artwork or other intellectual property generated for you during the Session. The Layout will be delivered in the form of Photoshop files (PSD). While we are confident we will be able to assist you in achieving a satisfactory series of PSDs and screen shots to reflect your vision for an app, we can not make any guaranties that your Layout will be translated into a working app or financially viable app in the open market. The intent of both of us to simply create the Layout to provide a visual representation of your vision for an app.
We will ensure that you have a Layout by the end of the Session, but any follow-up work, revisions or rewrites requested after the Session will be charged at the additional daily fee quoted above. While we are not programmers or developers, we can assist you in locating developers who can provide quotations for full programming and construction of a working app based on the Layout. However, we cannot guarantee any particular outcome from such recommendations and encourage you to research and select a programmer with whom you are comfortable.
The Layout and all work product related thereto will be deemed confidential by Appe Diem, and we will not disclose the Layout, work product or your concept, idea, or app to any third party without your express written permission. Of course, if you disclose your idea to the general public, publish you Layout or distribute it to third parties, we cannot be liable for the loss of confidentiality of your concept. Also, if we are required by a court or governmental agency to disclose the information, we will attempt to notify you before we comply with the request so that you may dispute such disclosure. If we have a great Session, we may ask you for permission to use your work as an example for others or ask you for a testimonial, but you may feel free to agree or not to that request.
WE DO NOT CONDUCT MARKET STUDIES OR COMPETITIVE SEARCHES IN THE APP STORE, ANDROID MARKET OR ELSEWHERE TO DETERMINE WHAT, IF ANY, COMPETITIVE APPS MAY ALREADY EXIST, AND WE CANNOT GUARANTY ONE OR MORE COMPETITIVE PRODUCTS ARE NOT IN EXISTENCE OR DESIGN AT THE TIME OF YOUR SESSION.
Appe Diem is an independent contractor to you. Neither Appe Diem nor the designer in your session is an employee of yours and nothing in this Letter is intended to create a partnership or employment relationship. Neither you nor Appe Diem has the authority to bind the other. This Letter may not be assigned by either you or us without a written agreement.
While we believe this will be a productive and mutually beneficial relationship, in the event something goes wrong, we agree that we will first attempt to resolve our differences through direct negotiations, but if we are unable to reach a mutual resolution, any disputes will be governed by the laws of the state of South Carolina, and in the state or federal courts located in Greenville, SC.
We agree that this Letter is the sole basis of our agreement to create the Layout and there are no other agreements governing our relationship and each of the people signing below has the full power and authority to enter into this relationship.
We look forward to our Session.
Sincerely, Agreed and Acknowledged
Appe Diem, LLC and Client