An IT Company performing service (i) with specific deliverables or (ii) longer-term technical support for Customer. This is drafted in favour of the Customer.
Company will use commercially reasonable efforts to provide Customer the Services described in the Statement of Work attached as Schedule 1 hereto, and Customer shall pay Company the Fees in accordance with Schedule 2.
The Company shall with reasonable care, skill and diligence and in a good and professional manner carry out the Services under this Agreement.
The Company shall at all reasonable times appoint a competent person in charge and any instructions given to him by the Customer shall be deemed to have been issued to the Company.
The Company shall comply with, and give all notices required by, any statute, any statutory instrument, rule or order or any regulation or bylaws applicable to the Services.
As part of the registration process, the Customer will identify an administrative user name and password for the Customer’s account. The Company reserves the right to refuse registration of, or cancel passwords it deems inappropriate.
The Company shall:
- not use, or attempt to access or interfere with, any communications systems, information technology systems or data used by the Customer's Group, unless authorised to do so under this agreement. The Company shall indemnify the Customer and each member of the Customer's Group against each loss, liability and cost (including reasonable legal expenses) which results from a breach of this sub-clause; and
- co-operate with the Customer in any reasonable security arrangements which the Customer considers necessary to prevent the Company or any member of the Company's Group, or any unauthorised third party, accessing a system or data in a manner prohibited by sub-clause 2.5.
The Company shall ensure that its relevant employees and subcontractors (and those of other members of the Company's Group) who have access to the Customer's premises:
- carry visible and suitable means of identification;
- comply with any security and other directions given by the Customer relating to conduct on the Customer's premises; and
- do not interfere with Customer's employees or other contractors, or the business operations of the Customer.
The Company shall, at its own cost, obtain all consents and licences from third parties required for the provision of the Services (including any required in respect of software).
This Consulting Agreement should be carefully read by the Company and the Customer.
The parties should sign and return a copy, and once signed, both parties should get a copy. To avoid future disputes, both parties may wish to have their signature witnessed.
Terms and Conditions and rights and liabilities should all be clearly stated in the Consulting Agreement.
If either party wishes to amend the agreement in the future, both parties should agree to do so, and the original agreement and amendments should be recorded in writing and signed by both parties.
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