![]() The Contractor and the Client acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service. 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. ![]() 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.The Contractor will be responsible for any and all damages resulting from the unauthorised use of the Intellectual Property. The Contractor may not use the Intellectual Property for any purpose other than that contracted for in this Agreement except with the written consent of the Client.The use of the Intellectual Property by the Client will not be restricted in any manner. All intellectual property and related material, including any trade secrets, moral rights, goodwill, relevant registrations or applications for registration, and rights in any patent, copyright, trade mark, trade dress, industrial design and trade name (the "Intellectual Property") that is developed or produced under this Agreement, will be the sole property of the Client.The obligations of confidentiality will apply during the Term and will survive indefinitely upon termination of this Agreement. 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 authorised by the Client or as required by law.Confidential information (the "Confidential Information") refers to any data or 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.All expenses must be pre-approved by the Client.The Contractor will be reimbursed from time to time for reasonable and necessary expenses incurred by the Contractor in connection with providing the Services.The Contractor will be responsible for all income tax liabilities and National Insurance or similar contributions relating to the Payment and the Contractor will indemnify the Client in respect of any such payments required to be made by the Client.Any Value Added Tax required will be charged to the Client in addition to the Payment. The Payment as stated in this Agreement does not include Value Added Tax.In the event that this Agreement is terminated by the Client prior to completion of the Services but where the Services have been partially performed, the Contractor will be entitled to pro rata payment of the Payment to the date of termination provided that there has been no breach of contract on the part of the Contractor.Invoices submitted by the Contractor to the Client are due within 30 days of receipt.The Client will be invoiced when the Services are complete.The Contractor will charge the Client a flat fee of £_ for the Services (the "Payment").Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in GBP.The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect.The term of this Agreement (the "Term") will begin on the date of this Agreement and will remain in full force and effect indefinitely until terminated as provided in this Agreement.The Contractor hereby agrees to provide such Services to the Client. The Services will also include any other tasks which the Parties may agree on.The Client hereby agrees to engage the Contractor to provide the Client with the following services (the "Services"):.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:
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