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Service Agreement

The Company - EasyStaff UAB, registered in Lithuania, reg. number 305643163.
The Contractor - Any freelancer, acting independently, that wants to use EasyStaff service.
1. Relationship
1.1. The relationship of the Contractor to the Company is that of an independent contractor and not as an employee of the Company.  The Contractor shall have no power or authority to act for, represent, or bind the Company in any manner.  The Contractor is not entitled to any compensation other than the commissions set forth herein and is not entitled to any fringe benefits ordinarily afforded to the Company’s employees including, but not limited to, medical insurance coverage, life insurance, or participation in any other benefit program afforded to the Company employees.  

1.2. The Contractor shall be responsible for payment of all his taxes owing in respect of the Contractor’s receipt of the fee hereunder according to the Contractor’s country law.

1.3. EasyStaff is the platform, ultimately the Contractor renders services to EasyStaff’s Customer.

2. Services
2.1. During the term of this Agreement, the Contractor shall provide the services according to the issued Invoices inside the platform, and the Company shall pay for these Services.
3. Ownership
3.1. The Contractor acknowledges and agrees that all writings or works of authorship, produced or authored by the Contractor in the course of performing Services together with any copyrights in those writings or works of authorship, are works made “for hire” and shall be assigned under Confidentiality and Intellectual Property Assignment Agreement to customer, specified by Company. 

3.2. Any use of and acquisition of  the intellectual property of the third parties, except Company`s customers, shall be under prior consent of the Company.
4. The Fee, Payment Procedure and Invoicing
4.1. The amount and currency of Contractor’s Remuneration for rendering of Services are indicated to the Contractor in the Bills. 
4.2. The Company’s obligations to pay the remuneration shall be deemed duly fulfilled upon transferring of the amount of the remuneration to the Contractor's payment details  specified in EasyStaff account. In case of inability to pay the remuneration in the original (Bill) currency Company keeps the right to pay in the local currency of the Contractor.

4.2.1. The company has the right to ask for alternative payment details, and the Contractor shall change it in the account.
4.3. The Company shall pay the remuneration to the Contractor within 3 business days from the day the Company accepted the Customer’s funding.
4.4. In case of currency exchange from EUR\USD to RUB next rates are applicable:
https://www.profinance.ru/charts/eurrub/lc1b 
https://www.profinance.ru/charts/usdrub/lc1b 
4.5. The contractor agrees with the self-invoicing procedure. It means that the Company automatically generates invoices for rendered services on behalf of the Contractor.
5. Confidential information
5.1. The Parties undertake to ensure the confidentiality of the information they have received from each other during the term of this Agreement, even if this information was not marked as a secret or confidential. The Parties shall take all necessary measures to prevent the disclosure of or third parties` acquaintance with the said information without the mutual agreement of the Parties.
5.2. The Contractor guarantees that the Confidential Information may be accessed only by Contractor’s employees and contractors within the scope of performance of their duties if only these employees and contractors entered into commitments for protection and non- disclosure of the Confidential Information provided that these commitments are set in an employment agreement or any other separate document. The Contractor shall be responsible for actions of any of its employees and contractors having access to confidential information.
5.3. The terms of the commercial secret shall be valid indefinitely after the completion of this Agreement.
6. Governing law and dispute resolution
6.1. Any dispute arising from this Agreement shall be resolved by the Parties in ten (10) business days from the day of notification sent by one Party to another via e-mail.
6.2. This Agreement shall be governed in all respect by the laws of the United Kingdom, which shall be applied without reference to any conflict-of-laws rule under which different law might otherwise be applicable. Venue for any lawsuits brought by the Parties to this Agreement against each other regarding or as a result of this Agreement shall be proper only in an appropriate Court or the United Kingdom.
7. Notices
All notices, consents and other communications hereunder shall be sent to the Parties’ electronic mails stipulated in the Article 11 of this Agreement.
8. Term and Termination
8.1. This Agreement shall commence on the date this Agreement is signed and continue until terminated by the Parties in accordance with the Clause 8.2.
8.2. This Agreement shall terminate (i) upon 10 (ten) days advance written notice given from the one Party to the other Party if such other Party has breached this Agreement and has not cured such breach within such notice period, (ii) by the mutual consent of the Parties; (iii) unilaterally upon 10 (ten) days prior notice sent from one Party to the other Party; (iv) for other reasons provided for by this Agreement.
9. Force Majeure
Neither Party shall be liable in the event that its performance of this Agreement is prevented, or rendered so difficult or expensive as to be commercially impracticable, by reason of labor dispute, unavailability of transportation, goods or services, governmental restrictions or actions, war (declared or undeclared) or other hostilities, or by any other event, condition or cause which is not foreseeable on the effective date of this Agreement and is beyond the reasonable control of the Parties. However, the Party so delayed shall use its best efforts, without obligation to expend substantial amounts not otherwise required under this Agreement, to remove or overcome the cause of delay.
10. General provisions
10.1. Each Party acknowledges that this Agreement is the complete and exclusive statement of the agreements between the Parties, which supersedes and merges all prior proposals, understandings and all other agreements, oral and written, between the parties relating to this Agreement. This Agreement may not be modified or altered except by a written instrument duly signed by both Parties, except the opposite provided by the clauses of this Agreement.
10.2. In all cases of non-fulfillment of obligations under this Agreement the Parties shall be liable in accordance with the applicable law.
10.3. This Agreement may not be modified or amended except in a writing signed by a duly authorized representative of each Party; no other act, document, usage or custom shall be deemed to amend or modify this Agreement. These additional agreements shall be deemed as an integral part of this Agreement.
10.4. The one Party shall notify another Party in case of a change of its legal or actual address, sole executive officer, bank details, responsible representatives of this Party within 5 (five) business days. In case of failure to notify of these changes, all actions committed by another Party with the available data are considered to be fulfilled properly.
10.5. In the event of any conflict between the English and Russian versions, the English version shall prevail.
11. Details of the Parties
The Company
EasyStaff UAB
V. Nagevičiaus st. 3, Vilnius, Lithuania,LT-08237
Company number: 305643163
VAT ID: LT100013504019
IBAN EUR: PL57105012301000009081552862
IBAN USD: PL35105012301000009081552870
Bank: ING Bank Slaski SA
SWIFT: INGBPLPW
Bank address: UL. SOKOLSKA 34, 40-086, KATOWICE, Poland

E-mail: [email protected]