This agreement is between BLACK PENCIL, a(n) California LLC. (DBA as "k7tracks") and CLIENT, a(n) California
corporation ("client client").
The parties agree as follows:
1. K7TRACKS.COM OBLIGATIONS.
K7TRACKS.COM shall provide musical services, online classes, network freelancers and a secure way of sending and recieving payments.
2. client OBLIGATIONS.
client shall pay for a service, provide master classes using our platform, comply with the terms and rules of engagement, selling services and instruments, software that don't infrige copyright laws.
3. REPRESENTATIONS OF THE PARTIES.
(a) K7TRACKS.COM hereby represents that service will be done.
(b) client hereby represents that get the service done.
4. ADDITIONAL TERMS.
terms 30 days conditions for freelancers work
5. FORCE MAJEURE.
A party will not be in breach of or in default under this agreement on account of, and will not be liable to the other party for, any
delay or failure to perform its obligations under this agreement by reason of fire, earthquake, flood, explosion, strike, riot, war,
terrorism, or similar event beyond that party's reasonable control (each a "Force Majeure Event"). However, if a Force Majeure
Event occurs, the affected party shall, as soon as practicable:
(a) notify the other party of the Force Majeure Event and its impact on performance under this agreement; and
(b) use reasonable efforts to resolve any issues resulting from the Force Majeure Event and perform its obligations under this
6. GOVERNING LAW.
(a) Choice of Law. The laws of the state of California govern this agreement (without giving effect to its conflicts of law principles).
(b) Choice of Forum. Both parties consent to the personal jurisdiction of the state and federal courts in Orange, California.
No amendment to this agreement will be effective unless it is in writing and signed by a party or its authorized representative.
8. ASSIGNMENT AND DELEGATION.
(a) No Assignment. Neither party may assign any of its rights under this agreement, except with the prior written consent of the
other party. All voluntary assignments of rights are limited by this subsection.
(b) No Delegation. Neither party may delegate any performance under this agreement, except with the prior written consent of the
(c) Enforceability of an Assignment or Delegation. If a purported assignment or purported delegation is made in violation of this
section, it is void.
9. COUNTERPARTS; ELECTRONIC SIGNATURES.
(a) Counterparts. The parties may execute this agreement in any number of counterparts, each of which is an original but all of
which constitute one and the same instrument.
(b) Electronic Signatures. This agreement, agreements ancillary to this agreement, and related documents entered into in
connection with this agreement is signed when a party's signature is delivered by facsimile, email, or another electronic medium.
These signatures must be treated in all respects as having the same force and effect as original signatures
If anyone or more of the provisions contained in this agreement is, for any reason, held to be invalid, illegal, or unenforceable in
any respect, that invalidity, illegality, or unenforceability will not affect any other provisions of this agreement, but this agreement
will be construed as if those invalid, illegal, or unenforceable provisions had never been contained in it, unless the deletion of those
provisions would result in such a material change so as to cause completion of the transactions contemplated by this agreement to
(a) Writing; Permitted Delivery Methods. Each party giving or making any notice, request, demand, or other communication
required or permitted by this agreement shall give that notice in writing and use one of the following types of delivery, each of which
is writing for purposes of this agreement: personal delivery, mail (registered or certified mail, postage prepaid, return receipt
requested), nationally recognized overnight courier (fees prepaid), facsimile, or email.
(b) Addresses. A party shall address notices under this section to a party at the following addresses:
If to K7TRACKS.COM:
PO box 52762
Irvine, California 92619
(c) Effectiveness. A notice is effective only if the party giving notice complies with subsections (a) and (b) and if the recipient
receives the notice.
No waiver of a breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this agreement
will be effective unless it is in writing and signed by the party waiving the breach, failure, right, or remedy. No waiver of any breach,
failure, right, or remedy will be deemed a waiver of any other breach, failure, right, or remedy, whether or not similar, and no waiver
will constitute a continuing waiver unless the writing so specifies.
13. ENTIRE AGREEMENT.
This agreement constitutes the final agreement of the parties. It is the complete and exclusive expression of the parties' agreement
with respect to the subject matter of this agreement. All prior and contemporaneous communications, negotiations, and agreements
between the parties relating to the subject matter of this agreement are expressly merged into and superseded by this agreement.
The provisions of this agreement may not be explained, supplemented, or qualified by evidence of trade usage or a prior course of
dealings. Neither party was induced to enter this agreement by, and neither party is relying on, any statement, representation,
warranty, or agreement of the other party except those set forth expressly in this agreement. Except as set forth expressly in this
agreement, there are no conditions precedent to this agreement's effectiveness.
The descriptive headings of the sections and subsections of this agreement are for convenience only and do not affect this
agreement's construction or interpretation.
This agreement will become effective when all parties have signed it. The date this agreement is signed by the last party to sign it
(as indicated by the date associated with that party's signature) will be deemed the date of this agreement.
16. NECESSARY ACTS; FURTHER ASSURANCES.
Each party shall use all reasonable efforts to take, or cause to be taken, all actions necessary or desirable to consummate and
make effective the transactions this agreement contemplates or to evidence or carry out the intent and purposes of this agreement.