Agreement Between

You, the applicant (Developer),

and

Green Scene Marketing LLC, (Company) Arizona, Limited Liability Company, 3217 E Shea Blvd, Phoenix, AZ 85032

Summary

[Company] is hiring [Developer] to build I assist in the development of multiple projects for [Company] will compensate [Developer] to develop this project on a Work for Hire basis, and [Company] will own all right, title and interest in the resulting works. [Developer] agrees to perform services for [Company] Agreement per the Project Description, based upon the following terms and conditions:

Definitions

As used in this Agreement:

• "Work Product" Refers to all of the works of authorship, products, or services created by [Developer] and its employees, on behalf of [Company] during the term of this Agreement
• "Works Made For Hire" Refers to all of the Work Product created by [Developer] or its employees while providing services to [Company], and are [Company]'s property.

Independent Developer

Each party is acting as an independent [Developer] and not as an agent, partner, or joint venturer with the other party for any purpose. Except as provided in this Agreement, neither party shall have any right, power, or authority to act or to create any obligation, express or implied, on behalf of the other. Neither the [Developer] nor [Developer]'s employees shall become the agent, representative or employee of [Company] and no express nor shall implied representations to the contrary be made.

Contact Person

[Company] will assign a contact person to whom [Developer] can address questions about the program and project.

Copyright / Patent / Trademark

In consideration of the compensation, [Developer] on its behalf and on behalf of its employees, agrees to grant, license, release and assign to [Company] all right, title and interest i n al l copyrights I patents arising out of the services provided for under this Agreement. All Work Product created by [Developer] or its employees while providing the services to [Company] shall be "works made for hire" and property of [Company]. Upon request, [Developer] shall provide [Company] with whatever documents, information or materials are in [Developer]'s possession or reasonably available to [Developer] to enable [Company] to protect its copyrights I patents in any materials produced as a result of this Agreement. The documentation and Work Product will be released to [Company] upon payment of all sums due to [Developer].

Liability

Except as otherwise provided for in Section 3, [Company] releases [Developer] from any and all liability arising out of or related to the product or use of product once [Company] duplicates, publishes, produces or uses any or al l of the materials covered under this Agreement

Term of Agreement

This Agreement shall commence as of the Effective Date stated above and remain in full force and effect until cancelled in writing.

Upon delivery of all work materials , [Company] shall pay [Developer] for all outstanding services and expenses earned to date and are duly payable under this Agreement. [Company] shall not be responsible for any additional expenses incurred by [Developer] to correct work deemed unsatisfactory by (Company] under the conditions described above, nor for additional expenses related to the termination and assistance required of [Developer] to [Company] as part of said termination.

General Provisions

Independent Contractors

The relationship between both parties established by this Agreement is that of independent contractors, and nothing contained in this Agreement shall be construed to give either party the power to direct and control the day-to-day activities of the other. Neither party is an agent, representative or partner of the other party. Neither party shall have any right, power or authority to enter into any agreement for, or on behalf of, or incur any obligation or liability of, or to otherwise bind, the other party. This Agreement shall not be interpreted or construed to create an association, agency, joint venture or partnership between the parties or to impose any liability attributable to such relationship upon either party.

Governing Law & Jurisdiction

This agreement and the parties' actions under this Agreement shall be governed by and construed under the laws of the state of Arizona, without reference to conflict of law principles. The parties hereby expressly consent to the jurisdiction and venue of the federal and state courts within the state of Arizona. Each party hereby irrevocably consents to the service of process in any such action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid, to such party at its address set forth in the preamble of this Agreement, such service to become effective thirty (30) days after such mailing.

Entire Agreement

This Agreement, including the attached exhibits, constitutes the entire Agreement between both parties concerning this transaction, and replaces all previous communications, representations, understandings, and Agreements, whether verbal or written between the parties to this Agreement or their representatives. No representations or statements of any kind made by either party, which are not expressly stated in this Agreement, shall be binding on such parties.

Costs of Legal Action

In the event any action is brought to enforce this Agreement, the prevailing party shall be entitled to recover its costs of enforcement including, without limitation, attorneys' fees and court costs. In the event of a lawsuit or any legal proceeding involving this Agreement, the losing party will have to pay the winning party his or her costs and expenses, including reasonable attorney fees.

Assignability & Binding Effect

Except as expressly set forth with in this Agreement, neither party may transfer or assign, directly or indirectly, this Agreement or its rights and obligations hereunder without the express written permission of the other party, not to be unreasonably withheld; provided, however, that both parties shall have the right to assign or otherwise transfer th is Agreement to any parent, subsidiary, affiliated entity or pursuant to any merger, consolidation or reorganization, provided that all such assignees and transferees agree in writing to be bound by the terms of this Agreement prior to such assignment or transfer. Subject to the foregoing, this Agreement shall be binding upon and in ure to the benefit of the parties hereto, their successors and assigns.

• Non-Assignability & Binding Effect: Except as otherwise provided for within this Agreement, neither party may assign any of its rights or delegate any of its obligations under this Agreement to any third party without the express written permission of the other. Any such assignment is deemed null and void.
Certain Sections Invalid. If any provisions of this Agreement are held by a court of competent jurisdiction to be invalid under any applicable statute or rule of law, they are to that extent to be deemed omitted and the remaining provisions of this Agreement shall remain in full force and effect.
• Headings: The titles and headings of the various sections and sections in this Agreement are intended solely for convenience of reference and are not intended for any other purpose whatsoever, or to explain, modify or place any construction upon or on any of the provisions of this Agreement.
• Survival of Certain Provisions: The warranties and the indemnification and confidentiality obligations set forth in the Agreement shall survive the termination of the Agreement by either party for any reason.

Understood, Agreed & Approved

We have carefully reviewed this contract and agree to and accept all of its terms and conditions. We are executing this Agreement as of the Effective Date above.