TERMS: SERVICE AGREEMENT AND BINDING CONTRACT

This document shall serve as both Service Agreement and Binding Contract between After Dark Grafx, Inc. heretofore referred to as "Company", and Named Client Ordering Services; heretofore referred to as "Client".

SPECIFIC TERMS AND CONDITIONS SERVICES PROVIDED

A) INITIAL SERVICES PROVIDED: Company shall provide services as outlined in the invoice submitted.

B) CLIENT REQUIREMENTS: Client shall provide the following: Company Logo (if any), all images to be included on website (your picture and any other pictures you want included on site. (Said Images must be provided in any of the following formats: JPEG, TIFF, EPS or GIF. Please note that these are the formats that most digital cameras utilize.) Additionally, Client shall provide all text descriptions for pages in a manner that shall be easily matched by the Web Designer to the images provided (via email in Text Format, as a Word Document or other TEXT ONLY FORMAT.) Submit a Deposit to begin project or pauyin full.

C) TIME TO COMPLETE PROJECT: Project shall commence immediately upon receipt of at least some of the items outlined above in Provision B and a Deposit. Estimated time to complete project as stated on invoice if stated. Any further significant work including but not limited to: addition of numerous new Images etc. shall result in additional charges of $55.00 per hour.

D) TERMS OF PAYMENT: It is agreed that the above work shall be performed for the total sum or part as described on invoice submitted. It is also agreed that client shall pay a deposit or in full to begin project with balance due upon completion (if any) or client may wish to pay for project in full at time of order. Upon receipt of final payment or completion of website, Company shall concurrently fully enable Website and it will be completely operational and viewable via the Internet.

ONGOING SERVICES PROVIDED:

A) HOSTING: After Dark Grafx, Inc. shall provide full ongoing Web Hosting/E-Commerce Hosting to include the following: Complete Website uploading, enabling and monitoring to ensure site is fully functional on the Internet. Online Statistics area available to analyze your site hits. Spam Assassin- STOP annoying spam with this feature, WebMail - Access your email anywhere with a browser.

GENERAL TERMS AND CONDITIONS

A) Severability: If any provision of the Agreement shall be held invalid by the Entity cited in ÒBÓ below, the remaining provisions shall be construed as if the invalid provision were not included in this Agreement.

B) Dispute Resolution: If any type of dispute arises from matters related to this Agreement, both parties agree to utilize the services of the American Arbitration Association and to consider the judgment of that entity to be binding. By this method, both parties agree to waive their right to file suit in any court should a dispute arise.

C) Final Agreement: This Agreement terminates and supersedes all prior understandings or agreements on the subject matter hereof. Only a further writing that is duly executed by both parties may modify this Agreement.

D) Additional Services: If client requests additional services, not covered by this agreement, After Dark Grafx Inc. shall charge a fee of $55.00 per hour to perform said additional services or supply a quote based on client needs.

E) Client agrees to allow After Dark Grafx, Inc. to place its logo and the following, or similar wording in a small type and in an inconspicuous place on the ClientÕs website: ÒWebsite created by After Dark Grafx, Inc. www.afterdarkgrafx.com.Ó (optional)

F) Company will not provide services and will terminate existing services immediately without compensation if the ClientÕs Website is involved in any of the following: adult material, copyright violations, spam and pirated software or music.

G) Lawful use of Internet: Client agrees to use Internet in accordance with the law and with the ethical rules established or to be created in the future.

H) Although After Dark Grafx, Inc. has provided a 99% uptime during the past five years, Company is not liable and is held harmless for the following included but not limited to: lost revenue, re-compensation, loss of use, lost data, any third party bills, loss of privacy or hacking of website of any type if Client website experiences any ÒdowntimeÓ for any reason. In the unlikely event that such a downtime does occur, After Dark Grafx, Inc. agrees to attempt to rectify the situation in an immediate manner. Client is responsible for backups of all website data.

I) Security and Integrity of Information: Although Company is implementing and utilizing the latest technology to provide above services and although Company will continue to change to the newest technology on an ongoing basis; Company cannot guarantee that the information on the Internet is absolutely secure, or can never be destroyed. Client agrees to waive liability and hold Company harmless in the event of such an event.

J) Provision "H" and/or "I" may not be possible in the event of an act of war, terrorism or other catastrophic event whether caused by an act of nature or not.

K) Breech of Payment agreement: Client agrees to pay as stipulated above. Monthly services are Òdue upon receiptÓ. Any payment that is 30 days or more late is subject to a 6% penalty. Any payment that is 45 days late may cause an interruption of service to the ClientÕs website. This interruption may include suspending website from the web and disabling all capabilities. Upon full payment of past due amount(s) Company agrees to re-enable, in full, ClientÕs website within 72 hours. The parties hereto have caused this Agreement to be executed as of the day and year as is stated on invoice and payment has been made for service. By ordering this service, both parties attest to the fact that they are fully authorized to execute this agreement and agree to all terms and provisions stated above, including all that are labeled "Specific", "Ongoing" and "General".

Once you have read these terms, please close this window and place a check box in the "I have read the Service Agreement Terms" and submit your order for processing. Thank you.