|
GENERAL SERVICE AGREEMENTBACKGROUND: A. The Customer is of the opinion that the Service Provider has the necessary qualifications, experience and abilities to provide services to the Customer. B. The Service Provider is agreeable to providing such services to the Customer on the terms and conditions set out in this Agreement. IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the Customer and the Service Provider (individually the "Party" and collectively the "Parties" to this Agreement) agree as follows: 1. Services Provided 1. The Customer hereby agrees to engage the Service Provider to provide the Customer with services (the "Services") consisting of: 2. The Services will also include any other tasks which the Parties may agree on. The Service Provider hereby agrees to provide such Services to the Customer. 3. Term of Agreement 3. The term of this Agreement (the "Term") will begin on the date of this Agreement and will remain in full force and effect until the completion of the Services, subject to earlier termination as provided in this Agreement. The Term of this Agreement may be extended by mutual written agreement of the Parties. 4. In the event that either Party wishes to terminate this Agreement, that Party will be required to provide thirty (30) days notice to the other Party. 5. Performance 5. The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect. 6. Currency 6. Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in GBP (UK Pounds). 7. Compensation 7. For the services rendered by the Service Provider as required by this Agreement, the Customer will provide compensation (the "Compensation") to the Service Provider of £0.00 per hour. 8. The Compensation will be payable upon completion of the Services. 9. The Compensation as stated in this Agreement does not include sales tax, or other applicable duties as may be required by law. Any sales tax and duties required by law will be charged to the Customer in addition to the Compensation. 10. Provision of Extras 10. The Customer agrees to provide, for the use of the Service Provider in providing the Services, the following extras: o The Customer will provide materials/equipment for the service. 11. Reimbursement of Expenses 11. In connection with providing the Services hereunder, the Service Provider will only be reimbursed for the following: o Late payments None performance. payments for any job done. 12. The Service Provider will furnish statements and vouchers to the Customer for all such expenses. 13. Payment Penalties 13. In the event that the Customer does not comply with the rates, amounts, or payment dates provided in this Agreement, a late payment penalty will be charged as follows: o The Customer will pay a surcharge on any late payment in the amount of 5% of the late amount. 14. Confidentiality 14. Confidential information (the "Confidential Information") refers to any data or information relating to the business of the Customer which would reasonably be considered to be proprietary to the Customer including, but not limited to, accounting records, business processes, and client records and that is not generally known in the industry of the Customer and where the release of that Confidential Information could reasonably be expected to cause harm to the Customer. 15. The Service Provider agrees that they will not disclose, divulge, reveal, report or use, for any purpose, any Confidential Information which the Service Provider has obtained, except as authorized by the Customer. This obligation will survive for a period of one (1) year from the termination of this Agreement. 16. All written and oral information and materials disclosed or provided by the Customer to the Service Provider under this Agreement is Confidential Information regardless of whether it was provided before or after the date of this Agreement or how it was provided to the Service Provider. 17. Non-Solicitation 17. Any attempt on the part of the Service Provider to induce to leave the Customer's employ, or any effort by the Service Provider to interfere with the Customer's relationship with its employees or other service providers would be harmful and damaging to the Customer. 18. The Service Provider agrees that, during the term of this Agreement, and for a period of six (6) months after the termination of the Agreement, the Service Provider will not in any way directly or indirectly: a. induce or attempt to induce any employee or other service provider of the Customer to quit employment or retainer with the Customer; b. otherwise interfere with or disrupt the Customer's relationship with its employees or other service providers; c. discuss employment opportunities or provide information about competitive employment to any of the Customer's employees or other service providers; or d. solicit, entice, or hire away any employee or other service provider of the Customer. 2. Capacity/Independent Contractor 19. In providing the Services under this Agreement it is expressly agreed that the Service Provider is acting as an independent contractor and not as an employee. The Service Provider and the Customer acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service. 20. Notice 20. All notices, requests, demands or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the Parties of this Agreement as follows: a. Extra House Help Services 1 West Close Lon don, England, N9 9QR Fax: (_____) _______-_____________ Email: info@extrahousehelp.co.uk b. Extra House Help Services 1 West Close London, England, N9 9QR Tel; 02079986846 Email: info@extrahousehelp.co.uk or to such other address as any Party may from time to time notify the other. 21. Insurance 21. The Service Provider will be required to maintain general liability insurance including coverage for bodily injury and property damage at a level that would be considered reasonable in the industry of the Service Provider based on the risk associated with characteristics of this Agreement and only to the extent permitted by law. All insurance policies will remain materially unchanged for the duration of this Agreement. 22. Limitation of Liability 22. It is understood and agreed that the Service Provider will not be liable to the Customer or any agent or associate of the Customer, for any mistake or error in judgment or for any act or omission done in good faith and believed to be within the scope of authority conferred or implied by this Agreement. 23. Dispute Resolution 23. In the event a dispute arises out of or in connection with this Agreement, the Parties will attempt to resolve the dispute through friendly consultation. 24. If the dispute is not resolved within a reasonable period then any or all outstanding issues may be submitted to mediation in accordance with any statutory rules of mediation. If mediation is not successful in resolving the entire dispute or is unavailable, any outstanding issues will be submitted to final and binding arbitration in accordance with the laws of the Country of England. The arbitrator's award will be final, and judgment may be entered upon it by any court having jurisdiction within the Country of England. 25. Costs and Legal Expenses 25. In the event that legal action is brought to enforce or interpret any term of this Agreement, the prevailing Party will be entitled to recover, in addition to any other damages or award, all reasonable legal costs and fees associated with the action. 26. Modification of Agreement 26. Any amendment or modification of this Agreement or additional obligation assumed by either Party in connection with this Agreement will only be binding if evidenced in writing signed by each Party or an authorized representative of each Party. 27. Time of the Essence 27. Time is of the essence in this Agreement. No extension or variation of this Agreement will operate as a waiver of this provision. 28. Assignment 28. The Service Provider will not voluntarily or by operation of law assign or otherwise transfer its obligations under this Agreement without the prior written consent of the Customer. 29. Entire Agreement 29. It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement. 30. Titles/Headings 30. Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement. 31. Gender 31. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa. 32. Governing Law 32. It is the intention of the Parties to this Agreement that this Agreement and the performance under this Agreement, and all suits and special proceedings under this Agreement, be construed in accordance with and governed, to the exclusion of the law of any other forum, by the laws of the Country of England, without regard to the jurisdiction in which any action or special proceeding may be instituted. 33. Severability 33. In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement. 34. Waiver 34. The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or other provisions. IN WITNESS WHEREOF the Parties have duly affixed their signatures under hand and seal on this day --------------, 2015. Extra House Help Services (Customer) Per:______________________(SEAL) Extra House Help Services (Service Provider) Per:______________________(SEAL) EXTRA HOUSE HELP LTD, REG; IN ENGLAND&WALES NO;09151377 |