fs1a1ex10iii_nationalgolf.htm


    


    Exhibit
10.3

     

    Web Site Design Project Contract

    DanSites Web Contract

     

    Client
Information:

    National
Golf Emporium, Inc.

     

    
      	
              1.

            	
              Authorization. The
      above-named Client (hereinafter referred to as "Client") is engaging
      DanSites, a sole
      proprietorship, (hereinafter referred to as "DanSites"), as an Independent
      contractor for the specific purpose of designing a World Wide Web site
      (hereinafter referred to as "Web Design Project") to
      be published on the Client's account on an Internet Service
      Provider(ISP)/Web Presence Provider(WPP) computer, hereinafter refer to as
      "Hosting Service",
      or provided on CD at the Client's option. The Client hereby
      authorizes DanSites to access this account, and authorizes the Hosting
      Service to provide DanSites "full access° to the Client's account, and any
      other programs needed for this Web Design Project that are included as
      part of the
      Client's service agreement/level.

            


    

     

    
      	
              2.

            	
              Development This Web
      Design project will be developed
      to no specific standard nor does it conform to any particular www
      requirement. The Client has viewed DanSites' Websites prior to signing
      this document.

            


    

     

    
      	
              ·  

            	
              Browser Compatibility -
      Designing a web site to fully work In Multiple browsers (and
      browser ‘Verslorts) can require considerable, extra effort. It could also
      involve creating multiple versions of code/pages. DanSites represents and
      warrants that the web site we design for you will work
  In:

            


    

     

    
      	
              ·  

            	
              Microsoft®
      Internet Explorer versions 3 and up

            


    

     

    While
DanSites will make reasonable efforts to design a fully-functional web site,
DanSibm' warrantee does not cover AOL, text-based browsers, e-commerce
components, linked pages from 3rd parties, webcams, speed of page loading or
requested special effects that we have advise you against.

     

    
      	
              ·  

            	
              Accessibility for People
      with Disabilities
      - No effort is made to be compatible with any www standard related
      to web visitors with disabilities.

            


    

     

     

    
      
         

      

      
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              3.  

            	
              Assignment of Web Design
      Project. DanSites reserves the right, and you hereby agree, to assign
      subcontractors to this web Design Project to insure that the terms of this
      agreement are met as well as onetime
      completion.

            


    

     

    
      	
              4.  

            	
              Copyrights and
      Trademarks. The Client unconditionally guarantees that any elements
      of text, graphics, photos, designs, trademarks, or other artwork furnished
      to DanSites for inclusion In the Web Design Project are owned by the
      Client, or that
      the Client has permission from the rightful owner to use each of these
      elements, and will hold harmless, protect, Indemnify and defend DanSites
      and its subcontractors from any liability (including attorney's fees and
      court costs), including any claim or suit, threatened or actual, arising
      from the use of such elements furnished by the
  Client.

            


    

     

    
      	
              5.  

            	
              Web Site Maintenance.
      This agreement allows DanSites access for minor web site maintenance to
      pages over 30 to 180 day period. This refers to an average of one half
      hour per regular web page, including updating links and making minor
      changes to a Sentence or paragraph. Maintenance in excess of this will be
      provided to the client at our standard professional rate of compensation.
      It does not Include replacing nearly all the text from a page with new
      text, major page reconstruction, new pages, guestbooks, discussion webs,
      navigation structure changes, attempted updates by Client repairs or Web
      Design Projects delivered to Client via FM, CD or diskette. The time
      period begins on the date the Client's web design site Is available to be
      published to Client's hosting service or 30 days from the date this
      agreement was signed, which ever comes first. If the Client's web design
      package includes database access using Active Server Pages (ASP), then
      very minor page code changes will be accepted under this web site
      maintenance plan, major page
      code and/or database structural changes will be charged at then hourly
      rates.

            


    

     

    
      	
              6.  

            	
              Completion Date.
      DanSites and the Client must work together to complete the Web Design
      Project in a timely manner. We agree to work expeditiously to complete the
      web Design Project no later than 60 days after Client has submitted all
      necessary materials. If the Client does not supply DanSites with complete
      text and graphics content for this Web Design Project within 45 days
      of the effective date this agreement, the entire deposit amount of the
      agreement may be retained by DanSites as liquidated damages and the
      contract shall become null and void, at DanSitess' option, unless the Web
      Design Project is cancelled in writing by the Client prior to 45 days of
      the effective date of the agreement. MI text, graphics, or other Content
      provided by Client must be provided electronic form approved by DanSites.
      Failure of Client to provide Information requested by DanSites in the form
      requested In a timely manner In their sole judgment, DanSites may cancel
      this agreement.

            


    

     

     

    
      
         

      

      
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              Project Delivery. The
      final web site design project will be published to the
      Client's hosting service upon receipt of final payment or delivered via CD
      upon the receipt of full payment. The Client understands that DanSites
      itself does not provide any hosting services, but may Suggest one. Hosting
      services may require DanSites to electronically pay the annual payment for
      hosting. The Client agrees to reimburse DanSites the full cost of the
      separate contract with the hosting service of DanSites's choice. DanSites
      will provide necessary passwords and user names required to access the
      website. DanSites is not
      responsible for providing any special security measures relating to
      the Client's hosted space. The Client will be solely responsible for any
      and all hosting service charges. The Client may provide their own Servers
      or alternate hosting service. The client is responsible for any and all
      charges related to such changes.

            


    

     

    
      	
              ·  

            	
              Publishing: 1) DanSites
      makes no claims of suitability or correctness to any standard of
      publishing or Internet Standard. DanSites may charge at its current hourly
      rate or employ sub­contractors for the effort involved to
      resolve whatever problems may arise related to problems arising from any
      damage to the website content. DanSites does not warranty that the website
      is immune to 3rd party damages, hacking, presence of virus, spyware, etc.
      and Is not responsible in any way for its presence or
    removal.

            


    

     

    
      	
              ·  

            	
              Publishing/Work-In-Progress:
      DanSites may at it's sole discretion publish the In-progress
      Website Design Project in other than it's final form to allow the Client
      the benefit/partiel use of the Project. This courtesy does not in any way
      alter the terms of payment or other terms of this
    agreement.

            


    

     

    
      
        	
                ·  

              	
                CDs: The Client assumes
      all responsibility for
      tne use and functionality of the Web Design
  Project.

              


      

       

    

     

     

     

    
      
         

      

      
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              8.

            	
              Electronic Commerce
      Laws. The Client agrees that the Client is solely responsible for
      complying with any laws, taxes, and tariffs applicable in any way to the
      Web Design Project or any other services contemplated herein, and will
      hold harmless, protect, and defend DanSites and its subcontractors from
      any claim, suit, penalty, tax, fine, penalty, or tariff arising from the
      Client's exercise of Internet electronic commerce and/or any failure to
      comply with any such laws, taxes, and
tariffs.

            


    

     

    
      	
              9.

            	
              Web Design Project Copyright.
      Copyright to the finished web design site produced by DanSites will
      be owned by DanSites. The Client will be assigned rights to use the Web
      Design Project as a web site, once final payment under this agreement and
      any additional Charges incurred have been paid. Rights to photos,
      graphics, source code, work-up files, and computer programs are
      specifically not transferred to the Client, and remain the property of
      their respective owners. DanSites and its subcontractors retain the right
      to display graphics and other Web design elements as examples of their
      work In their respective portfolios. All Web Design Projects will contain
      a copyright/legal statement with a link to DanSites Internet
      website.

            


    

     

    
      	
              10.

            	
              Payments. Payments must
      be made promptly based on the terms of this Web Site Design Project.
      DanSites reserves the right to remove any Web Design Project from viewing
      on the Internet until final payment is made. In case collection proves
      necessary, the Client agrees to pay all fees (including all attorney's
      fees and court costs) incurred by that process. This agreement becomes
      effective only when signed by DanSites. Regardless of the place of signing
      of this agreement, the Client agrees that for purposes of venue, this
      agreement was entered into In California, and any dispute will be
      litigated or arbitrated in Jurisdiction convenient to DanSites, and the
      Client hereby consents to the personal jurisdiction of the California
      State Courts. Furthermore, the Client waives any right to or claim of
      sovereign immunity. Adding of Meta Tags (Description and Keywords) and the
      submission of the Web Design Project to Web search engines and updating
      occur only after the full final Payment Is made. All payments will be made
      in U.S. Dollars.

            


    

     

    
      	
              11.

            	
              Payment Schedule.
      Payment for services provided hereby shall be made in accordance
      with the Conditions contained In this contract. Notwithstanding any prices
      listed in literature or on Web pages, the Client and DanSites agree that
      the services described In this contract shall be completed for $15,000.
      The Client agrees to pay to Dansites an initial fee of $7,500 upon
      execution of this agreement. Final payment of $7,500 is due prior to
      publication and/or delivery of the Web Site Design Project. All amounts
      must be in U.S. Dollars.

            


    

     

     

    
      
         

      

      
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              12.  

            	
              Legal Notice.
      Notwithstanding anything to the contrary contained in this
      contract, neither DanSites nor any Of its employees or agents, warrants
      that the functions contained In the Web Design Project will be
      uninterrupted or error-free. The entire risk as to the quality and
      performance of the web Design Project is with the Client. In no event will
      DanSites be liable to the Client or any third party for any damages,
      including, but not limited to, service interruptions caused by Acts of
      God, the Hosting Service or any other circumstances beyond our reasonable
      control, any lost profits, lost savings or other Incidental,
      consequential, punitive, or special damages arising out of the operation
      of or inability to operate this Web Design Project, failure of any service
      provider, of any telecommunications carrier, of the Internet backbone, of
      any Internet servers, your or your site visitor's computer or Internet
      Software, even if DanSites has been advised of the possibility of such
      damages. DanSites does not guarantee page download speed, website
      bandwidth levels, presence of firewaits, security of
      any type.

            


    

     

    
      	
              13.  

            	
              This Agreement. This
      agreement constitutes the sole agreement between DanSites and the Client
      regarding this Web Design Project. Any additional work not specified in
      this contract Or any other amendment or modification to this contract must
      be authorized by a written request signed by both Client and DanSites. All
      prices specified in this contract will be honored for 90 days after both parties Sign
      this contract. Continued services after that time will require a new
      agreement.

            


    

     

    The
undersigned hereby agree to the terms,
conditions and stipulations of this agreement on behalf of his or her
organization or business.

     

     

    
      
         

      

      
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    AGREED
TO:

     

    Client:
NATIONAL GOLF EMPORIUM, INC

    By: /s/ Bryan
Sawarynski                               


    Date:
January 30, 2009

    Name:
BRYAN SAWARYNSKI

    Title:
President

       
Address: 25188 GeneseeTrail Road, Ste. 250

                      
  Golden, Colorado 80401

    Telephone:
303/501-8600

    


    DULY AUTHORIZED AND ACCEPTED:
DANSITES

     

    By: /s/ David D.
Allison                 


    Date:
1/30/2009                                


     

    Note: If
this is displayed on the Internet or advertising literature It Is a sample ONLY
and is subject to change.

    Your
actual contract may vary

     

     

     

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