1. Payment For Services:

DCD will provide and be paid by Customer for the products and services at the rates herein set forth.

2. Notice Of Claims Against DCD:

Within ten (10) days of Customer becoming aware of any dissatisfaction regarding the performance of DCD, including any alleged non-conformity, deficiency or defect in the goods and/or services provided by or on the behalf of DCD, Customer shall give to DCD written notice by return receipt mail of the factual basis for the claim and underlying facts as well as the amount in dispute. The giving of timely written notice by Customer shall be a prerequisite to any legal action, other proceeding, claim or affirmative defense asserted or to be asserted against DCD and the failure to provide such written notice constitute a waiver by Customer of any such alleged non-conformity, deficiency or defect.

3. Representation Of Customer:

A. Authority:

The person signing on behalf of Customer hereby personally represents and warrants that he/she has full authority to sign on behalf of Customer. DCD has entered into this Agreement in reliance upon said representation and warranty.

B: Rights:

Customer has obtained all rights and permission required to be obtained in order to have data, recordings, artwork and printed materials to be replicated onto or into compact disc(s)/Cassette(s); the data, recordings. artwork and printed materials will not infringe upon any trademark, copyright, contract, property rights and that customer has paid any and all royalties or other charges to be paid pursuant to copyright law of the United States, any statute, Order, or other law, right or contract governing such materials; and the materials do not contain matter which is libelous, defamatory, obscene or invades the rights of privacy or rights of any individual.

4. Indemnity; Contractual Statute Of Limitations:

As materials consideration hereunder, Customer agrees to the fullest extent permitted by law, it shall be indemnify, defend and hold harmless DCD, its owners, employees and agents, and any other person or entity designated by DCD to assist in the subject work, but not including Customer, (collectively "Indemnities") from and against all claims, demands, causes of action, damages, liabilities, losses and expenses, including but not limited to attorney' fees and consultants' and experts' fees, arising from or resulting from any breach of the Representations above as well as performance by DCD whether or not a result of alleged breach or omission by DCD and whether or not such claim, demand, cause of action, damage, liabilities, loss or expense is caused in part by an Indemnities. Such obligation shall not extend to claims, demands, liabilities, loss or expense to the extent of judicially established to be a direct result of the sole negligence or willful misconduct of an Indemnities. Nothing of the contained in this subparagraph shall be deemed to negate, abridge or reduce the rights, if any, of DCD to seek contribution where appropriate.
All claims by Customer against DCD shall be brought, if at all, no later than six (6) months from the date when any cause of action accrued and any any claim not actually filed with the appropriate tribunal within said period shall be deemed forever waived.

5. Limitation Of Liability:

As material consideration hereunder, Customer agrees and acknowledge that it has now and forever waived any and all claims against DCD for consequential, exemplary and/or punitive damage. DCD disclaims, and customers acknowledge, any liability on DCD's part for damage, fire, theft, or any act of God pertaining to customer's work and property. Customers shall fully insure its work and property. Any delivery or completion date quoted is an estimate only. In any event , including any determination that the exculpatory provision hereof are unenforceable, the maximum amount which may be recovered from DCD, including from those acting on DCD's behalf, shall not exceed twenty-five percent (25%) of the amounts actually paid DCD pursuant to this agreement.

6. Venue; Arbitration

This agreement is deemed made and accepted in Los Angeles, California and any such controversy or claim shall be resolved, arbitrated and litigated in accordance herewith exclusively in the Los Angeles area of California using the law of California without reference to its conflicts of laws rules. Subject to the terms hereof, any controversy or claim between or among the parties shall be settles by arbitration in accordance with the commercial Rules of the American Arbitration Association at its Los Angeles offices. The prevailing party shall be entitled to a recovery of its attorneys fees, collection charges and interest at the maximum legal rate.
Without waiving the foregoing arbitration, with the respect to any sum owing DCD which is within the jurisdiction of the small claims division of the Municipal Court, DCD shall be entitled to proceed with a Small Claims action it being agreed that any such action shall be filed only in the County in which DCD's main offices are located. Customer herby consents to venue is said Small Claims Court as mentioned above and waives any claim or defense based upon lack of jurisdiction, forum non convenience or otherwise.

7. Independent Contractor

DCD is an independent contractor and not an employee, agent, joint venturer, or partner of customer.

8. Entire Agreement

The forgoing represents the entire agreement between the parties with respect to the subject matter hereof. This agreement may be amended only in writing signed by the party to be charged.