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A. DEVELOPMENT SERVICE FEES.
<br />The Client shall pay to Interlink $1,250.00 simultaneously with the execution of this Agreement ("Initial
<br />Payment"), which Interlink shall apply toward the Service Fees associated with the Development Services. After
<br />Client's payment to Interlink of the Initial Payment, Interlink shall begin the Development Services,
<br />notwithstanding anything to the contrary in this Agreement, Interlink shall not be obligated to begin providing
<br />any Development Services to Client prior to Client's payment to Interlink of the Initial Payment. In the event
<br />Client does not pay to Interlink the Initial Payment simultaneously with the execution of this Agreement,
<br />Interlink's time to complete the Development Services shall be extended for a reasonable amount of time based
<br />upon such delay, but in no event shall such extension be less than the number of days in which Client delayed
<br />payment to Interlink following its execution of this Agreement. Upon Interlink' s completion of the Design
<br />Services, Interlink shall invoice Client, and Client shall pay to Interlink within thirty days of the date of the
<br />invoice, the remainder of the Service Fees associated with the Hosting Wevelopment Services as quoted
<br />previously.
<br />B. HOSTING SERVICE FEES. Client shall pay to Interlink the Services Fees associated with the Hosting Services on
<br />a monthly basis, unless otherwise indicated on the Project Description Sheet, and such Service Fees shall begin
<br />to accrue on the Hosting Commencement Date and shall continue for the Initial Term and each Renewal Term.
<br />Client shall pay the Services Fees associated with the Hosting Services within thirty days of the date of invoice
<br />by Interlink for the same. In the event the Hosting Services are provided for a partial month during the Initial
<br />Term or any Renewal Term, the Services Fees associated with the Hosting Services shall be prorated by the
<br />number of days in the applicable month.
<br />3. INTELLECTUAL PROPERTY OWNERSHIP
<br />Client acknowledges, understands, and agrees that Interlink may use its own, develop its own, and/or may
<br />purchase third party licenses for products or services that are necessary for Interlink to perform the Services
<br />described herein. Such products may include, but are not limited to, server -side applications, clip art, "back -
<br />end" applications, music, stock images, processes, or any other copyrighted work ("Outside Content") which
<br />Interlink deems necessary to purchase, develop, or use on behalf of the Client to perform the Services. Any
<br />website developed by Interlink for Client may also include materials provided by Client, including, without
<br />limitation, trade or service marks, images, illustrations, graphics, multimedia files and/or text ("Client Content"),
<br />provided that Client delivers such Client Content to Interlink promptly and in such media and or electronic file
<br />format(s) requested by Interlink. Client further acknowledges and agrees that any Outside Content used to
<br />perform the Services is owned by Interlink and/or such third parties and cannot be transferred to Client and is
<br />hereby specifically not transferred to Client and shall remain the property of Interlink and/or such third parties,
<br />Outside Content that is owned, developed, and/or purchased by Interlink may be used in the design and/or
<br />development of other web sites and applications for other customers or Clients of Interlink. Client and Interlink
<br />agree that upon payment in full of the fees associated with the performance of the Services, Client shall own a
<br />worldwide right, title, and interest in and to any website created for Client by Interlink and all other deliverables
<br />(other than Outside Content and "Code Content as hereinafter defined) (collectively the "Custom
<br />Programming"). Client and Interlink agree that Interlink shall retain a worldwide, royalty -free, non-exclusive,
<br />transferrable, and perpetual right and license to the Custom Programming including, but not limited to, the right
<br />to modify, amend, create derivative works, rent, sell, assign, lease, sublicense, or otherwise alter or transfer the
<br />Custom Programming. Client and Interlink agree that the performance of the Services may include source code,
<br />documentation, and/or application programs that were previously written or developed by Interlink and modified
<br />to meet the Client's specific requirements (the "Code Content"), Interlink shall own all worldwide right, title,
<br />and interest, including copyright and other proprietary or intellectual property rights, in and to the Code
<br />Content, but shall provide Client, upon payment in full of all Service Fees associated with the performance of
<br />such Services, a worldwide, royalty -free, non-exclusive, non -transferable right and license to use the Code
<br />Content in connection with the Services and website. Client shall retain all right, title, and interest, Including
<br />copyright and other proprietary or intellectual property rights, in and to the Client Content. Client grants to
<br />Interlink, and Interlink accepts from Client, a non-exclusive, world-wide royalty -free license to edit, modify,
<br />adapt, translate, exhibit, publish, transmit, copy, prepare derivative works from, distribute, perform, display,
<br />and use any Client Content in connection with the performance of the Services.
<br />B. Notwithstanding anything to the contrary in this Agreement, Client agrees that the Custom Programming shall
<br />be delivered to Client in object code form only.
<br />C. Interlink may place copyright and/or proprietary notices, including hypertext links within the Outside Content
<br />incorporated within and on any website created or maintained by Interlink. Interlink may also display text
<br />similar to "Developed by (Interlink's logo)" on the very bottom of the home page and subsequent pages of any
<br />website created by Interlink for Client, and Interlink may use any website created by Interlink for Client and or
<br />its images in the advertising or any other promotions Interlink deems necessary including, but not limited to,
<br />online, print media, radio, television, or by any other professional advertising means. Client may not alter or
<br />remove such notices or text without Interlink's written permission.
<br />D. Client understands and agrees that Interlink's Libraries and Administration Panel (each as hereinafter defined)
<br />are proprietary software offered on a monthly basis for a fee and for a term described in this Agreement and
<br />delivered as Software as a Services ("SaaS") model only. For the purposes of this Agreement "Libraries" shall
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