SERVICE AGREEMENT
THIS SERVICE AGREEEMENT (the “Agreement”) is dated this _ day of _ by and between ____________ of ___ (the
“Company”) AND _______________ of _______(the
“Affiliate”)
BACKGROUND
a. The Affiliate is of the opinion that the Company has the necessary qualifications,
experience and abilities to provide services to the Affiliate.
b. The Company is agreeable to providing such services to the Affiliate 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 Affiliate and the Company (individually the
“Party” and collectively the “Parties” to this Agreement) agree as follows:
- SERVICES PROVIDED
The Affiliate hereby agrees to engage the Company to provide the Affiliate with the
following services (the “Services): to provide English teachers for recruitement
The Services will also include any other tasks which the Parties may agree on. The
Company hereby agrees to provide such Services to the Affiliate. - TERM AND TERMINATION OF THE AGREEMENT
2.1 The term of this Agreement (the “Term”) will begin on _________of this Agreement and will remain in full force for one year till _________, subject to
earlier termination by breach as provided in this Agreement. The Term may be
extended with the written consent of the Parties. - PERFORMANCE
The Parties agree to do everything necessary to ensure that the terms of this
Agreement take effect. - CURRENCY
Except as otherwise provided in this Agreement, all monetary amounts referred in this
Agreement are in USD (US Dollars) - COMPENSATION
5.1 The Company will charge the Affiliate 50% of the total earnings acquired from the
recruitment process.
5.2 The Compensation as stated in this Agreement does not include sales tax, or other
applicable duties as may be required by law. - CONFIDENTIALITY
6.1 Confidential information (the “Confidential Information”) refers to any data or
business relating to the business of the Affiliate which would reasonably be considered
to be proprietary to the Affiliate including, but not limited to, business processed, and
Affiliate records and that is not generally known in the industry of the Affiliate and where
the release of that Confidential Information could reasonably be expected to cause
harm to the Affiliate.
6.2 The Company agrees that they will not disclose, divulge, reveal, report or use, for
any purpose, any Confidential Information which the Company has obtained, except as
authorized by the Affiliate or as required by law. The obligations of confidentiality will
apply during the Term and will survive indefinitely upon termination of this Agreement.
6.3 All written and oral information and material disclosed or provided by the Affiliate to
the Company under this Agreement is Confidential Information regardless of whether it
was provide before or after the date of this Agreement or how it was provide to the
Company. - INDEPENDENT CONTRACTOR
In providing the Services under this Agreement it is expressly agreed that the Affiliate is
acting as an independent Contractor and not as an employee. The Company and the
Affiliate acknowledge that this Agreement does not create a partnership or joint venture
between them, and is exclusively a contract for service. The Affiliate is not required to
pay, or make any contributions to, any social security, local, state or federal tax,
unemployment compensation, worker’s compensation, insurance premiums, profit-
sharing, pension or any other employee benefit for the Company during the Term. The
Company is responsible for paying and complying with reporting requirements for, all
local, state and federal taxes, related to payments made to the Company under this
Agreement. - AUTONOMY
Except as otherwise provided in this Agreement, the Company will have full control over
working time, methods and decision making in relation to provision of the Services in
accordance with the Agreement. The Company will work autonomously and not at the
direction of the Affiliate. However, the Company will be responsive to the reasonable
needs and concerns of the Affiliate. - EQUIPMENT
Except as otherwise provided in this Agreement, the Company will provide at the
Company’s expense, any and all tools, machinery, equipment, raw materials, supplies,
work wear and any other items or parts necessary to deliver the Services in accordance
with the Agreement. - NON-EXCLUSIVITY
The parties acknowledge that this Agreement is non-exclusive and that either Party will
be free, during and after the Term, to engage or contract with third parties for the
provision of services similar to the Services.
- INDEMNIFICATION
Except to the extent paid in settlement from any applicable insurance policies, and to
the extent permitted by applicable law, each Party agrees to indemnify and hold
harmless the other Party, and its respective directors, shareholders, affiliates, officers,
agents, employees, and permitted successors and assigns against any and all claims,
losses 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, shareholders, affiliates, officers, agents, employees, and
permitted successors and assigns that occurs in connection with this Agreement. - MODIFICATION OF AGREEMENT
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. - ENTIRE AGREEMENT
It is agreed that there is no representation, warranty, collateral agreement or condition
affecting this Agreement except as expressly provided in this Agreement. - ENUREMENT
This Agreement will enure to the benefit of and binding on the Parties and their
respective heirs, executors, administrators and permitted successors and assigns - TITLES/HEADINGS
Headings are inserted for the convenience of the Parties only and are not considered
when interpreting this Agreement. - SEVERABILITY
In the vent that any of the 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. - GOVERNING LAW
This Agreement will be governed by and construed in accordance with the laws of
IN WITNESS WHEREOF, the Parties have duly affixed their signature under hand and
seal on this _ day of ________.
Company Representative Name: _____
Signature: ___________
Name: _______
Signature: ___________
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