Service & Payment Agreement
This Contract for Services is made effective as of the date noted in the click through agreement. E-A-SKI (the “Provider”) and the customer named in the agreement. (the Recipient”) 1. DESCRIPTION OF SERVICES: Beginning on the date requested and approved. E-A-SKI will provide the following services (collectively “the services”) E-A-SKI will provide the customer (named in the online agreement) music consulting service based on the time limit paid for. The customer agrees that the cost for consulting services is $50.00 per thirty-minute intervals. The call is One on One only. Only a maximum of two intervals will be allowed. The customer must provide a phone number in order to be contacted E-A-SKI. The consulting call will begin on time and conclude on time regardless of where the discussion topic is. If the customer does not answer the first call a second attempt will be made within ten minutes. If the customer does not answer the second call the consulting time will be forfeited. If the phone call becomes disconnected one attempt will be made to call the customer back. A consulting call lasting longer than the paid amount of time will be billed automatically at the end of the call. No refunds will be given. The customer agrees that there are no guarantees provided that a music career will result from this consulting service. E-A-SKI has and will seek no benefits from the music career of the customer unless a separate agreement is written and signed both parties. Any music provided the customer to E-A-SKI to review are owned the customer and will not be used E-A-SKI or any affiliate thereof unless there is a written agreement signed both parties. Any future collaboration the customer and E-A-SKI must be agreed upon in writing and signed both parties. 2.PAYMENT. Payment shall be made to the provider in a minimum $50.00 and maximum of $100.00 via the established PayPal service only. Payment shall be made in advance of services. 3.TERM. This agreement will terminate automatically upon completion Provider of the Services requested this contract. 4. WORK PRODUCT OWNERSHIP. Any copyrightable works, ideas, discoveries, inventions, patents, products or other information (collectively the “Work Product”) developed in whole or in part the Provider in connection with the Services will be the exclusive property of the Recipient. Upon request, the Provider will execute, within a reasonable period of time all documents necessary to confirm or perfect the exclusive ownership of the Recipient to the Work Product. 5. DEFAULT. The occurrence of any of the following shall constitute a material default under this Contract: a. The failure to make a required payment when due. b. The insolvency or bankruptcy of either party. c. The subjection of eithers party’s property to any levy, seizure, general assignment for the benefit of creditors, application or sale for or any creditor or government agency. d. The failure to make available or deliver the Services in the time and manner written for this Contract. 6. REMEDIES. In addition to any and all other rights a party may have available according to the law, if a party defaults failing to substantially perform any provisions, term or condition of this Contract (including without limitation the failure to make monetary payment when due), the other party may terminate the Contract providing written notice to the defaulting party. This notice shall provide with sufficient detail the nature of the default. The party receiving such notice will have 30 days from the effective date of such notice to cure the default(s). Unless waived in writing a party providing notice, the failure to cure the default(s) within such time period shall result in the automatic termination of this Contract. 7. FORCE MAJEURE. If performance of this Contract or any obligation under this Contract is prevented, restricted or interfered with caused beyond either party’s reasonable control (“FORCE MAJEURE”), and if the party unable to carry out its obligations gives the other party prompt written notice of such event, then the obligations of the party invoking this provision shall be suspended to the extent necessary such event. The term FORCE MAJEURE shall include without limitations, acts of God, fire, explosion, vandalism, storm or other similar occurrence, or orders acts of military or civil authority, or national emergencies, insurrections, riots, wars, strikes, lock-outs, work stoppages, or other labor disputes, or supplier failures. The excused parties shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. An act or omission shall be deemed within the reasonable control of a party if committed, omitted, or caused such party, or its employees, officers, agents or affiliates. 8.DISPUTE RESOLUTION. The parties will try to resolve any dispute arising out of or relating to this Agreement through friendly negotiations amongst the parties. If the matter is not resolved within 30 days, the parties will resolve the dispute using the below Alternative Dispute Resolution (ADR) procedure. Any controversies or disputes arising out of or relating to this Agreement will be resolved binding arbitration under the rule of the American Arbitration Association. The arbitrator’s award will be final, and judgment may be entered upon any court having proper jurisdiction. 9. ENTIRE AGREEMENT. This Contract contains the entire agreement of the parties, and there are no other promises or conditions in any other agreement whether oral or written concerning the subject matter of the Contract. This Contract supersedes any prior written or oral agreements between the parties. 10. SEVERABILITY. If any provision of the Contract will be held to be invalid or unenforceable for any reasons, the remaining provisions will continue to be valid and enforceable. If a court finds that any provision of the Contract is invalid or unenforceable, but that limiting such provisions it would become valid and enforceable, then such provisions will be deemed to be written, construed, and enforced as so limited. 11. AMENDMENT. This Contract may be modified or amended in writing mutual agreement between the parties, if the writing is signed the party obligated under the amendment. 12. GOVERNING LAW. This Contract shall be construed in accordance with the laws of the State of California. 13. NOTICE. Any notice or communication required or permitted under this Contract shall be sufficiently given if delivered in person or certified mail, return receipt requested, to the address set forth in the opening paragraph or to such other address as one party may have furnished to the other in writing. 14. WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any provision of the Contract shall not be construed as a waiver or limitations of that party’s right to subsequently enforce and compel that strict compliance with every provisions of this Contract. 15. ATTORNEY’S FEES TO PREVAILING PARTY. In any action arising hereunder or any separate action pertaining to the validity of this Agreement, the prevailing party shall be awarded reasonable attorney’s fees and costs, both in the trial court and on appeal. 16. CONSTRUCTION AND INTERPRETATION. The rule requiring construction or interpretation against the drafter is waived. The document shall be deemed as if it were drafted both parties in a mutual effort. 17. ASSIGNMENT. Neither party may assign or transfer this Contract without the prior written consent of the non-assigning party, which approval shall not be unreasonably withheld. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed their duly authorized representatives as of the date written below.