DESIGN SERVICES CONTRACT

--- COMPANY_NAME: Peak Shift Ltd. COMPANY_ADDRESS: 21 Moskovska St. B, fl.3, Sofia COMPANY_UID: 204478925 EFFECTIVE_DATE: 2021-01-09 PAYMENT: $______ PAYMENT_AMOUNT: $600.00 CONTRACTING_PARTY_NAME: Peak Shift Ltd. CONTRACTING_PARTY_ADDRESS: 21 Moskovska St. B, fl.3, Sofia CONTRACTING_PARTY_ID_NUMBER: ______ CONTRACTING_PARTY_TEL: ______ CONTRACTING_PARTY_EMAIL: ______ REPRESENTITIVE_ROLE: Manager REPRESENTITIVE_NAME: Johns Beharry MONTHLY_ALLOWANCE: $20.00 USD DESIGNER_NAME: Christiana Uzonwanne DESIGNER_EMAIL: christyuzonwanne@gmail.com DESIGNER_ADDRESS: Lokogoma, Abuja, FCT-Abuja, Nigeria DESIGNER_ID_NUMBER: A08699518 DESIGNER_TELEPHONE: +234 8167766533 DESIGNER_BANK_ACCOUNT_NUMBER: 0263728544 DESIGNER_SWIFT_BANK_CODE: GTBINGLA tags: legal, contract --- [[TOC]] --- **Design Services Contract** : The Service Contract for the carrying out of digital design work holding between {{COMPANY_NAME}} and a third-party (Designer). --- # DESIGN SERVICES CONTRACT Today, **{{EFFECTIVE_DATE}}** in the city of Sofia, between: {{COMPANY_NAME}}, a company registered in the Commercial Register of the Registry Agency with Unique ID Code **{{COMPANY_UID}}**, with seat and registered address at {{COMPANY_ADDRESS}}, represented by the {{REPRESENTITIVE_ROLE}} **{{REPRESENTITIVE_NAME}}**, hereinafter referred to as the **CONTRACTING PARTY**, on the one hand, and {{DESIGNER_NAME}}, {{DESIGNER_ADDRESS}}, {{DESIGNER_ID_NUMBER}}, {{DESIGNER_TELEPHONE}}, {{DESIGNER_EMAIL}}, hereinafter referred to as "**DESIGNER**", on the other hand, individually referred to as "**Party**" or collectively as "**Parties**", the following contract was signed, ## I. SUBJECT OF THE CONTRACT ### General Provisions **Art.1.** The CONTRACTING PARTY shall assign and the DESIGNER shall accept to perform, on its own behalf and on its account, design work, but not limited to, in conformity with the CONTRACTING PARTY's requirements, stated in written form by the CONTRACTING PARTY for each individual task/project assigned. **Art.2.** The CONTRACTING PARTY assigns to the DESIGNER the placement and handling of, but not limited to: 1. The overall design process for the CONTRACTING PARTY's projects. 2. The development of branded cross-platform user interface (UI) products as set out in detail by the CONTRACTING PARTY as agreed upon in Art.1. 3. Producing prototypes and functionality tests when requested. 4. The creation of component documentation using atomic design systems. 5. Any other assigned work including gathering feedback, conducting user interviews, design content managment, etc. **Art.3.** Client must approve all materials before project finalization. Client shall be entitled to {{REVISIONS}} revisions. ## II. RIGHTS AND OBLIGATIONS OF THE DESIGNER ### Obligations **Art.4.** The DESIGNER agrees to: 1. To perform the subject of this agreement in accordance with the CONTRACTING PARTY's best interests while adhereing to the CONTRACTING PARTY's requirements and instructions. 2. To inform the CONTRACTING PARTY of the results of the work performed and to provide the CONTRACTING PARTY with a written report in the beginning of each month or at CONTRACTING PARTY's request listing the actions taken and objectives completed by DESIGNER in the previous month; 3. To hand over to the CONTRACTING PARTY the design work files, etc. once finalized. 4. Tо proactively communicate with designers and developers in order to receive feedback considering the assigned task/project. 5. To complete the assigned task/project in reasonable time. ### Rights **Art.5.** The DESIGNER has the right: 1. To receive payment for expenses made for an educational course when agreed upon in advance between the parties in writing. 2. To receive the payment agreed upon hereunder. 3. To flexible working hours. 4. To a {{MONTHLY_ALLOWANCE}} monthly allowence budget for outsourcing work after filing a written request to the CONTRACTING PARTY describing the type of work being oursourced and the reason for the oursourcing. 5. To receive instructions upon request about the working process and feedback regarding the completed work. **Art. 6.** The DESIGNER does not bear responsibility for the management decisions of the CONTRACTING PARTY. ## III. Rights and Obligations of the CONTRACTING PARTY ### Obligations: **Art.7.** The CONTRACTING PARTY undertakes: 1. To provide the DESIGNER with all required information and documents considering the subject of this agreement upon their request. 2. To pay to the DESIGNER the fee and out-of-pocket expenses as agreed upon in this contract. ### Rights **Art.8.** The CONTRACTING PARTY has the right: 1. To issue instructions and give suggestions to the DESIGNER in written form regarding the execution of the contract. 2. To exercise ownership rights over the designes completed by the Designer as stated in the Ownership Rights section hereunder. ## IV. Ownership Rights **Art. 9.** Client continues to own any and all proprietary information it shares with Designer during the term of this Agreement for the purposes of the Agreement. Designer has no rights to this proprietary information and may not use it except to complete the Design services. Upon completion of the Agreement, Client will own the final Design Deliverables.While Designer will customize Client’s Design Deliverables to Client’s specifications, Client recognizes that Designs generally can have a common structure and basis. Designer continues to own any and all template designs it may have created prior to this Agreement. Designer will further own any template designs it may create as a result of this Agreement. ## V. Representations and Warranties. **Art.10** Designer represents and warrants that he/she has the right to enter into and perform this Agreement. Designer further represents and warrants that he/she has the right to utilize and distribute the designs created for Client and that such designs are not owned by anyone else to Designer’s knowledge. In the event that Designer does not have these rights, Designer will repay any associated damages Client may experience or will take responsibility so that Client does not experience any damages. **Art.11** Client represents and warrants that hi/she has the rights to use any proprietary information, including, but not limited to trade secrets, trademarks, logos, copyrights, images, data, figures, content, and the like that it may provide to Designer to be included in the projects subject of this contract. In the event that Client does not have these rights, Client will repay any associated damages Designer may experience or will take responsibility so that Designer does not experience any damages. ## VI. Limitation of Liability **Art. 12.** UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABILE TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY DAMAGES RESULTING FROM ANY PART OF THIS AGREEMENT SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFIT OR LOST BUSINESS, COSTS OF DELAY OR FAILURE OF DELIVERY. ## VII. FEE ### Payment Methodology **Art.13.** For performing its obligations under the present contract, thе DESIGNER receives remuneration amounting to a total of {{PAYMENT_AMOUNT}} per month, received after the 25th (twenty-fifth day) of each month after providing an invoice for the carried out work done in the past month as agreed upon in this contract. **Art.14.** The fee is to be payed via bank to the provided bank account: | Account Holder Name | Account Number | SWIFT / Bank Code | | ------------------- | -------------------------------- | ---------------------------- | | {{DESIGNER_NAME}} | {{DESIGNER_BANK_ACCOUNT_NUMBER}} | {{DESIGNER_SWIFT_BANK_CODE}} | ### Taxation **Art.15.** All taxes and duties in connection with the execution of this contract are to be payed by the DESIGNER in accordance with the provisions of the applicable law. ### Reimbursement **Art.16.** The CONTRACTING PARTY shall reimburse the DESIGNER monthly for applicable out-of-pocket expenses relating to the performance of this contract. ## VIII.CONFIDENDIALITY AND DATA PROCESSING: ### Confidentiality **Art.17.** During the course of this Agreement, it may be necessary for Client to share proprietary information, including trade secrets, industry knowledge, and other confidential information, to Designer in order for Designer to complete the required design services and Deliverables in their final form. Designer will not share any of this proprietary information at any time unless required by law or the information becomes publicly available. Designer also will not use any of this proprietary information for his/her personal benefit at any time. This section remains in full force and effect even after termination of the Agreement by it's natural termination or the early termination by either party. ### GDPR compliance **Art.18.** The DESIGNER hereby agrees to his personal information collected be used for the pursposes of this contract. ## IX. AMENDMENTS, TERMINATION AND GENERAL PROVISIONS ### Amendments and Termination **Art.19.** Any amendments to this Agreement must be made in writing and signed by both parties. **Art.20.** Either party may terminate the Agreement by a 1 (one) month notice to the other party. Either party may terminate the Agreement with immediate effect if the other party commits a material breach of any provision hereof. **Art.21.** The CONTRACTING PARTY will be responsible for all costs and expenses incurred prior to the date of termination.Upon termination, Designer shall return all Client content, materials, and all copies of Deliverables to the Client at its earliest convenience, but in no event beyond thirty (30) days after the date of termination. ### Contract Validity **Art.22.** This agreement is concluded for a period of 3 (three) months, effective from the date of its signing. **Art.23.** If within 1 (one) month before the expiration of this agreement, no written notification for termination is provided by one of the parties, the agreement continues to stay in full effect for another 3 (three) months. This clause automatically comes in force each time for each new expiration of the agreement period. ### Disputes **Art.24.** Disputes on unsolved Contract issues will be resolved by agreement and when this proves not to be possible – in accordance with the legal practice as per the civil legislation of the Republic of Bulgaria. ### Severability **Art.25.** If the whole or any part of a provision of this Contract is void, unenforceable or illegal in a jurisdiction, that part shall be severed from the remainder of the Agreement. The remainder of this Contract has full force and effect and the validity or enforceability of that provision in any other jurisdiction is not affected. This clause has no effect if the severance alters the basic nature of this Contract or is contrary to public policy. ### Legal Fees **Art.26.** In the event of a dispute resulting in legal action, the successful party will be entitled to its legal fees, including, but not limited to its attorneys’ fees. ### Entire Agreement **Art. 27.** The Parties acknowledge and agree that this Agreement represents the entire agreement between the Parties. In the event that the Parties desire to change, add, or otherwise modify any terms, they shall do so in writing to be signed by both parties. The Parties agree to the terms and conditions set forth above as demonstrated by their signatures as follows: | CONTRACTING PARTY | DESIGNER | | ---------------------------------------- | ---------------------------------------- | | Signature ------------------ | Signature ------------------ | The contract is in force effective {{EFFECTIVE_DATE}}