BACKGROUND:
A. The Client is of the opinion that the Contractor has necessary qualifications, experience, tools and abilities to provide services to the Client.
B. The Contractor is agreeable to providing such services to the Client 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 Client and the Contractor (individually the "Party" and collectively the "Parties" to this Agreement) agree as follows:
Services Provided
1. The Client hereby to engage the Contractor to provide the Client with services (the "Service")
Details of all the works are included in email or estimate.
2. The Services will also include other tasks which the Parties may agree on. The Contractor hereby agrees to provide such Services to the Client, any additional work will be billed separately.
Terms of Agreement
3. The terms 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 with written consent of the Parties.
4. In the event that either Party wishes to terminate this Agreement, that the Party will be required to provide 5 days written notice to the other Party. Only permitted under exceptional circumstances.

Performance
5. The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect.
Currency
6. Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in GBP.
Compensation
7. For the services rendered by the Contractor as required by this Agreement, the Client will provide compensation (the "Compensation") to the Contractor of a fixed amount as per quote.
8. A deposit of 30% of the whole amount of the compensation (the "Deposit") will be payable by the Client at least one day prior to commencement of the work.
9. For the remaining amounts, the Client will be invoiced weekly until the work is completed.
10. Invoices submitted by the Contractor to the Client are due within 7 days of receipt.
11. The Contractor will be responsible for all income tax liabilities and National Insurance or similar contributions relating to the Compensation and the Contractor will indemnify the Client in respect of any such payments required to be made by the Client.
12. The Contractor will be solely responsible for the payment of all remuneration and benefits due to the employees of the Contractor, including any National Insurance, income tax and any other form of taxation or social security costs.
Reimbursement of Expenses
13. The Contractor will not be reimbursed for any expenses incurred in connection with providing the Services of this Agreement.
Confidentiality
14. Confidential information ("the Confidential Information") refers to any data of information relating to the Client, whether business or personal, which would reasonably be considered to be private or proprietary to the Client and that is not generally known and where the release of that Confidential Information could reasonably be expected to cause harm to the Client.
15. The Contractor agrees that they will not disclose, divulge, reveal, report or use, for any purpose, any Confidential Information which the Contractor has obtained, except as authorized by the Client or as required by the law. The obligations of confidentiality will apply during the term of this Agreement and will survive indefinitely upon termination of this Agreement.

Ownership of Intellectual Property
16. All intellectual property and related material (the "Intellectual Property") that is developed or produced under this Agreement, will be the property of the Contractor. The Client is granted a non-exclusive limited-use licence of this Intellectual Property.
17. Title, copyright, intellectual property rights and distribution rights of the Intellectual Property remain exclusively with the Contractor.
Return of Property
18. Upon the expiry or termination of this Agreement, the Contractor will return to the Client any property, documentation, records, or Confidential Information which is the property of the Client.
Capacity/Independent Contractor
19. In providing the Services under this Agreement it is expressly agreed that the Contractor is acting as an independent contractor and not as an employee. The Contractor and the Client acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract of service.
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:
Marmic Team Ltd
office@marmic.team
or to such other addresses as any Party may from time to time notify the other.
Indemnification
21. Except to the extend paid in settlement from any applicable insurance policies, and to the extent permitted by the applicable law, each Party agrees to indemnify and hold harmless the other Party, and its respective directors, stockholders, affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from or arise out of any act or omission of the indemnifying party, its respective directors, stockholders, affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with this Agreement. This indemnification will survive the termination of this Agreement.
Additional Clauses
22. All building materials required for the Service to be completed are to be provided by the Client. The Client can request in writing for the Contractor to supply the materials. In that case, the Client would issue a payment upon separate invoice given by the Contractor.
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 unavailable or is not successful in resolving the entire dispute, 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.
Modification of Agreement
25. 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.
Assignment
26. The Contractor will not voluntarily or by operation of law assign or otherwise transfer its obligations under this Agreement without the prior written consent of the Client.
Entire Agreement
27. It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement.
Inurement
28. This Agreement will inure to the benefit of and be binding on the Parties and their respective heirs, executors, administrators and permitted successors and assigns.
Titles/Headings
29. Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement.

Gender
30. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.
Governing Law
31. 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.
Severability
32. In the event that any of 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.
Waiver
33. The waiver by the either Party of breach, default 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.

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