SERVICES CONTRACT FOR DESIGNING

SERVICES CONTRACT FOR DESIGNING

This Agreement is made and entered into at Colombo in the Democratic Socialist Republic of Sri Lanka on this First (01^st ) day of October Two Thousand and Eight (2008)

Between

(name of the representative) (holder of the National Identity Card bearing No: …) of  ( include the address) in the said Republic of Sri Lanka or (name of the company) a company duly incorporated in Sri Lanka (bearing Company No. … and having its registered office at ( include the address) ) (hereinafter sometimes called and referred to as "the Supplier" which term or expression as herein used shall where the context so requires or admits mean and include the said (name of the representative or company)  heirs executors administrators and assigns) of the ONE PART

And

HANDICAP INTERNATIONAL a Non Governmental Organization registered in the Ministry of Social Welfare under Voluntary Social Services Organizations (Registration & Supervision) Act No 31 of 1980 as amended by Act No. 8 of 1998 bearing the Registration No. FL 66806 and having its registered office at No. 32/10, Railway Avenue, Colombo 05 (hereinafter sometimes called and referred to as "HI" which term or expression as herein used shall where the context so requires or admits mean and include the said HANDICAP INTERNATIONAL its successors and permitted assigns) of the OTHER PART.

Article 1    Object of the contract

1.1               The Supplier agrees to provide designing services as follows:

1.1.1              (Please describe the documents to be designed (type of document, black & white or 2 colors or 4 colors, the format requested, number of pages…)

                        

Article 2    Duration of the contract

2.1               The present contract is valid from the date hereof until completion of its object unless terminated prior as provided for in this Agreement.

2.2               The Supplier agrees to provide the required service to HI by (specify the date that the service will be provided and the agreed duration).

Article 3   Payment

3.1               The total amount of this contract includes the services as defined in the object of the contract and the delivery of the work.

3.2               The agreed total amount of the present contract is (Amount in numbers and in letters in SLK) all taxes included.

3.3               HI will pay the total agreed amount, upon completion of the contract by the Supplier after the quality has been checked by HI Communication coordinator or one person delegated by him and is declared conform to this contract.

3.4               HI will pay the total amount by cheque/cash (please specify and keep one of the 2 options depending on the situation) in the name of the Supplier upon presentation of a valid bill.

3.5               The Supplier will provide HI with a receipt duly signed upon reception of the agreed payment

Article 4     Obligations by the Supplier

4.1               The Supplier will design all materials in line with the communication brief provided by the HI Communication Department.

4.2               The Supplier is to work in close collaboration with HI Communication Department until the completion of the work and undertake necessary changes in the design if required by the HI communication coordinator with no additional charge to HI. .

4.3               The Supplier agrees to provide a contracted service to HI according to the conditions of the contract. Shall the Supplier fail to meet its obligations regarding the timeframe i.e. the agreed deadline for the delivery of the service, HI will retain one (1) percent of the total agreed amount for each delaying day.

4.4               The Supplier is responsible for providing the design in the format required for high quality printing or publishing according to the instructions of the HI communication department.

4.5               All intellectual property rights in and to any work including design drawings and design concepts shall belong to HI and the Supplier is not authorized to share/ provide designs made for HI to any third party without the written authorization by HI.

4.6               The Supplier shall indemnify and keep indemnified HI for any and all loss and damage suffered by HI as a result of the Supplier failing to abide by the terms and condition of this Agreement.

Article 5     Obligation by HI

5.1               HI agrees to pay the agreed amount for the service described in the present contract under the conditions specified.

Article 6         Termination

 

6.1                Any party may terminate this agreement if other party breaches any of the terms herein contained and not cured within thirty (30) days of written notice of the said breach by the non defaulting party to the defaulting party unless such time period allowed for curing of the breach is further extended by mutual agreement.

6.2               The termination of this agreement pursuant to clause 6.1 shall not prejudice the rights and liabilities of all parties prior to such termination.

6.3               The contract may be terminated as of right in the case of HI departure from the city or in the case of an interruption of HI’s activities.

Article 7     Waiver

7.1               No delay, neglect or forbearance on the part of either party in enforcing against the other party any term or condition of this agreement and no grant of any extension of time by either party (whether with or without consideration thereof) shall be deemed to be a waiver of or in any way prejudice any right of either party under the agreement against the other party. No waiver of any term or condition hereof by either party shall be deemed a waiver of any other term or condition of this agreement.

Article 8   Force Majeure

8.1               No party hereto shall be deemed to be in default of any provision hereto for any delay, failure in performance or services resulting directly or indirectly from an act of God or military authority, acts of public enemy, civil disturbance, acts of war whether declared or not, accident, fire, explosion, earthquake, flood or any other natural disaster or any other event beyond the reasonable control of any party (hereinafter referred to as " Force Majeure Events") provided the party facing such Force Majeure Event shall within 24 hours issue a notice in writing to the other party  ( a " Force Majeure Notice") detailing the occurrence of such Force Majeure Event and its anticipated effect upon the performance of the agreement. As appropriate the Fore Majeure Notice shall also state any extension of time that is required by such party and the details of any alternative method sought by such party to fulfill its contractual obligations under the agreement and additional cost if any involved in such alternative method.

8.2               The party receiving the Force Majeure Notice at its sole discretion may agree with such extension of time or alternate method.

8.3               If the Force Majeure Event shall prevail for more than One (01) month the party receiving such Force Majeure Notice may immediately after the said one (01) month period terminate this agreement by giving the other party notice in writing notwithstanding any agreement reached by the party under the Clause 8.1 above. Neither party shall be liable to pay the other any damages upon such termination. 

Article 9     Entire Agreement

9.1               This agreement constitutes the complete agreement between the parties hereto and supersedes all prior or contemporaneous agreements or representations written or oral concerning the subject matter of this agreement. The agreement may not be modified or amended except in writing signed by duly authorized representatives of all parties. No other act, document, usage or custom shall be deemed to amend or modify this agreement.

Article 10     Applicable Law

 

10.1            This agreement shall be governed and constituted in accordance with the Laws of the said Democratic Socialist Republic of Sri Lanka.

Article 11     Settlement Of Disputes

   

11.1            If any dispute or difference whatsoever arises between the parties concerning matters relating to this agreement or any provision thereof the parties shall use their best endeavours to resolve the dispute or differences amicably.

11.2            Failing amicable resolution of such dispute or difference by the parties hereto the dispute or difference shall then be finally resolved by arbitration by a sole arbitrator or in the event of the parties hereto cannot agree to the appointment of a sole arbitrator by a panel of three arbitrators at Colombo as per the Arbitration Act No. 11 of 1995 of the said republic of Sri Lanka.  

Article 12   Notice

12.1            Any notice or other information required or authorized by this agreement to be given by either party to the other may be given by hand with due acknowledgement or sent by registered post, telex, facsimile transmission or comparable means of communication to the other party to the respective addresses herein mentioned or to such other address of which written notice has been given.

Article 13    Warranty and Authority

13.1            The parties hereto represent and warrant to each other that their authorized signatories are entitled to sign on their behalf and the rights and obligations of each of the parties hereto shall be legally valid and binding and enforceable on them.

In Witness Whereof the Supplier has set his/her hand and HI has caused its Common Seal to be affixed hereunto and to two others of the same tenor and date as these presents at the place and on the date at the beginning hereof written.

           

                        THE SUPPLIER                                                           HI

Signed by and Seal of the said HANDICAP INTERNATIONAL was affixed hereto in the presence of (Name of HI representative and position) for HANDICAP INTERNATIONAL who do hereby attest the sealing thereof.

Witnesses

1. Name and signature:

2. Name and signature: