Services Agreement

SERVICES AGREEMENT
This AGREEMENT is made effective as of this ____ day of ____ 202_, (the “Effective Date”),
by and between __________ company (“Company”) and ____________________, an
individual entrepreneur ___________________, identification number _____________
(“Contractor”), who jointly hereinafter referred to as "Parties" and each separately as "Party"
and have entered into this agreement as follows:
1. Subject of the Agreement.

1.1. Pursuant to the terms of this Agreement, the Contractor agrees to provide services for
Company for the development and delivery of Software Products (hereinafter -
“Services”) in accordance with Company's Orders, and Company agrees properly
pay for the Services provided.
1.2. Contractor warrants that all services performed for the Company shall be carried out in
a diligent and workmanlike manner according to general requirements of scientific and
professional accuracy and according to the latest scientific and technical research and
developments applying the existing experience acquired in the course of cooperation.
2. Performance of the Services; Contractor's Representations and Warranties

2.1. Contractor represents and warrants to the Company, that he/she has the requisite skills,
knowledge, resources and know-how in order to perform the Services in a professional
and timely manner, in accordance with the highest industry standards, to the fullest
satisfaction of the Company.
2.2. Contractor represents that in rendering and providing the Services and performing its
obligations under this Agreement Contractor will comply with all applicable laws and
regulations in effect from time to time.
2.3. During the term of this Agreement, the Contractor may accept work, enter into a
contract, or accept an obligation from any third party, provided that it is not a conflict
of interest, inconsistent or incompatible with the Contractor’s obligations or the scope
of the Services rendered for the Company under this Agreement.
3. Transfer of the Rights
3.1. Considering that Software Products under this Agreement are made in strict
accordance with the requirements of the Company and its order, the Rights on
Software Products are to be transferred to Company simultaneously with the handover
of the relevant Software Products.
3.2. The Parties agreed that Rights are transferred to the Company in virtue of this
Agreement and no documents are to be signed by the Parties for further confirmation
of the transfer of Rights.
3.3. The object, which contains the Rights created by the Contractor and delivered to the
Company pursuant to the regulations of this Agreement, shall be delegated to the
Company to be used in the business activity without any limitations, including
delegation to third-party individuals.
3.4. The Parties agreed that at Company’s request Contractor shall confirm the transfer of
Rights to the Customer. In this case, a Contractor's written notification to the
Company or any of the other entities specified by the Customer will be sufficient proof
of the transfer of Rights.
4. Payment
4.1. In consideration of the provision of the Services, the Company shall pay to Contractor
the Fees set forth in Annex A to this Agreement, and in accordance with the payment
terms set forth therein. All taxes, fees, and other liabilities, as may apply from time to
time in relation to the Services, or the payment of the Fees and Expenses, including
but not limited to income tax, health insurance payment, national insurance payments,
severance, and any other social benefit and all other relevant taxes applied on
Contractor shall be solely and exclusively borne by Contractor, and he shall be solely
liable for all such taxes, fees, and other liabilities, and for filing any required reports as
necessary under applicable law.
4.2. Contractor confirms that he/she is registered as an independent contractor with the Tax
Authorities and National Insurance authorities of ____________ (country) and that
Contractor complies with all laws and regulatory requirements for which it is liable in
its capacity as an independent contractor.
5. Scope of Services
5.1. Contractor shall devote such number of hours as may be required by the Company for
rendering the Services to the Company up to 168 hours per month, 5 days a week-
Monday till Friday. Any additional hour shall require the Company's prior written
approval. Contractor shall independently choose the seat from which the Services are
to be provided taking into account the Company’s requirements as to communication
and other technical demands typically applicable for such type of Services.
6. Term and Termination
6.1. This Agreement shall initially take effect on the Effective Date hereof and shall be in
effect with automatic renewals for 1 (one) year periods thereafter every year, unless
terminated by either party by 30 days prior written notice to the other Party. (“Term”).
6.2. Upon the termination of this Agreement, for whatsoever reason:
6.2.1. Contractor shall immediately deliver to Company all of the Company
Confidential Information in his possession or power or custody or control at that
time.
6.2.2. Contractor shall cooperate with the Company and its designees, to the Company's
satisfaction, in the smooth transition to the Company or its designees.
7. General
7.1. Assignment. Contractor shall not assign, transfer, or sub-contract any of its rights or
obligations under this Agreement without the prior written consent of the Company.
Company may assign its rights and obligations under this Agreement to any third
Party. This Agreement shall be binding upon the lawful successors and assignees of
the Parties.
7.2. Confidential information. The Parties agree that all of information they receive during
of execution of this Agreement is confidential and shall not be disclosed to any third
parties, except as required by law. For unfounded disclosure of such information to the
third parties the responsible party is liable in accordance with the law.
7.3. Fair competition. The Parties hereby undertakes to comply with the conditions of fair
competition and guarantee that while performing of this Agreement and for 3 years
thereafter the Parties shall not take any action directed at luring of the customers,
contractors or employees of each other. This clause can be waived on a case by case
basis by mutual agreement.
7.4. Governing Law & Jurisdiction. The validity, construction and performance of this
Agreement shall be governed and construed in accordance with the laws of XXX.
7.5. Severability. The invalidity or unenforceability of any term of or any right arising
pursuant to the Agreement shall not affect the validity or enforceability of any of the
remaining terms or rights.
7.6. Relations. The relationship of the parties is that of independent contractors dealing at
arm's length. Except as otherwise stated in this Agreement, nothing shall constitute the
Parties as partners, joint ventures or co-owners, constitute either Party as the agent,
employee or representative of the other, or empower either Party to act for, bind or
otherwise create or assume any obligation on behalf of the other. Company is not
acting as employer and will have no employer’s liability in respect of any matter
arising from the supply of Contractor's Services under this Agreement.
7.7. Entire Agreement. This Agreement embodies and sets forth the entire Agreement and
understanding of the Parties and supersedes all prior oral or written agreements,
understandings or arrangements relating to the subject matter of this Agreement.
Neither Party shall be entitled to rely on any agreement, understanding or
arrangement, which is not expressly set forth in this Agreement.
7.8. Notices. All notices required or permitted to be given under the terms hereof must be
in writing and shall specifically refer to this Agreement and shall be given by hand or
by courier or by sending the same by email transmission at the address specified in
Annex A to this Agreement.
Signed separately below by a duly authorized representative of Company and by Contractor in

person, being dated by the final Party to sign.
On Behalf of Company
Signature: ......................................
Name: ............................................
Date: ............................................
On behalf of Contractor
Signature: ......................................
Name: .............................................
Date: .............................................
Annex A
Fees:
1. USD _______ per hour.

2. Payment will be made against an appropriate invoice to be issued by the Contractor.
3. Payment terms shall be ____ days after the end-of-each month.
Email:
[___________________________]
Company’s Signature
_____________________
Date
Email:
[___________________________]
Contractor’s Signature
__________________
Date

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1. Subject of the Agreement.

2. Performance of the Services; Contractor's Representations and Warranties

Signed separately below by a duly authorized representative of Company and by Contractor in

1. USD _______ per hour.

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