Key Terms of Service and Conditions agreement


1.1 Services

The Service Provider shall provide all in the final invoice agreed services to the Buyer in accordance with all the signature signed documents/pages and the general terms and conditions of this Agreement.

1.2 Delivery of the Services

a. Start date: The Service Provider shall commence the provision of the Services on the date this agreement is received.
b. Completion date: The Service Provider shall complete/cease to provide the Services by/on the deadline date agreed.
c. Key Dates: The Service Provider agrees to provide the following parts of the Services at the specific dates set out.

1.3 Price

d. As consideration for the provision of the Services by the Service Provider, the price for the provision of the Services is agreed by both parties and signed with signatures on the invoice.
e. The Buyer shall/shall not pay for the Service Provider’s out-of-pocket expenses unless it is agreed here.

1.5 Payment

f. The Buyer agrees to pay the Price to the Service Provider on the following dates agreed.
g. The Service Provider shall invoice the Buyer for the Services that it has provided to the Buyer weekly/monthly/after the Completion Date.
h. The Buyer shall pay such invoices within 14 days of their receipt from the Service Provider.
i. The method of payment of the Price by the Buyer to the Service Provider shall be by using bank transfer or credit card payment method.
j. Any charges payable under this Agreement are exclusive of any applicable taxes, tariff surcharges or other like amounts assessed by any governmental entity arising as a result of the provision of the Services by the Service Provider to the Buyer under this Agreement and such shall be payable by the Buyer to the Service Provider in addition to all other charges payable here-under.

2.1 Intellectual Property Rights

The Service Provider agrees to grant to the Buyer a regular license, that allows buyer to use and only use the services, elements and materials created for the Buyer and as part of the purchased Services. For more information and about third party intellectual property rights used to provide the service, please kindly feel free to send us a request before or after purchasing our services. Any kind of purchased services or parts of the services cannot be re-used, copied or distributed outside of this agreement. For the purposes of this Clause 2.1, “Material” shall mean the materials, in whatever form, used by the Service Provider to provide the Services and the products, systems, programs or processes, in whatever form, produced by the Service Provider pursuant to this Agreement.

2.2 Warranty

a. The Service Provider represents and warrants that:
i. it will perform the Services with reasonable care and skill; and
ii. the Services and the Materials provided by the Service Provider to the Buyer under this Agreement will not infringe or violate any intellectual property rights or other right of any third party.

2.3 Term and Termination

a. This Agreement shall be effective on the date hereof and shall continue, unless terminated sooner in accordance with Clause 2.3(b), until the Completion Date.

b. Either Party may terminate this Agreement upon notice in writing if:

c. the other is in breach of any material obligation contained in this Agreement, which is not remedied (if the same is capable of being remedied) within 30 days of written notice from the other Party so to do; or

ii. a voluntary arrangement is approved, a bankruptcy or an administration order is made or a receiver or administrative receiver is appointed over any of the other Party’s assets or an undertaking or a resolution or petition to wind up the other Party is passed or presented (other than for the purposes of amalgamation or reconstruction) or any analogous procedure in the country of incorporation of either party or if any circumstances arise which entitle the Court or a creditor to appoint a receiver, administrative receiver or administrator or to present a winding-up petition or make a winding-up order in respect of the other Party.

d. [For European Buyers and Service Providers only] If the Buyer is a consumer and the Distance Selling Directive (97/7/EC) (the “Directive”) applies to this Agreement, the Buyer may terminate this Agreement within the relevant timescales prescribed by the regulations or laws in the relevant Member State which implement the requirements of the Directive in respect of a right for the Buyer to withdraw from a contract. In the event of termination in accordance with this Clause 2.3(c), the liability of the Buyer to the Service Provider shall be as prescribed in the Directive or in any regulations or laws implementing its requirements in the relevant Member States.

e. Any termination of this Agreement (howsoever occasioned) shall not affect any accrued rights or liabilities of either Party nor shall it affect the coming into force or the continuance in force of any provision hereof which is expressly or by implication intended to come into or continue in force on or after such termination.

f. The Buyer/Client is not obligated to receive or ask for investment refund in case of “Contract of services” termination by buyer/Client at any time present.

2.4 Relationship of the Parties

The Parties acknowledge and agree that the Services performed by the Service Provider, its employees, agents or sub-contractors shall be as an independent contractor and that nothing in this Agreement shall be deemed to constitute a partnership, joint venture, agency relationship or otherwise between the parties.

2.5 Confidentiality

Neither Party will use, copy, adapt, alter or part with possession of any information of the other which is disclosed or otherwise comes into its possession under or in relation to this Agreement and which is of a confidential nature. This obligation will not apply to information which the recipient can prove was in its possession at the date it was received or obtained or which the recipient obtains from some other person with good legal title to it or which is in or comes into the public domain otherwise than through the default or negligence of the recipient or which is independently developed by or for the recipient.

2.6 Suspension

All correspondences and notice to be made or offered in understanding with this Agreement ought to be in the English language. We maintain all authority to instantly end or limit your use of the services or access to content at any time, without notice or liability, if Woxygen determines in its sole discretion that you have breached these Terms, disregarded any law, rule, or regulation.

2.7 Accuracy of information

All the data you submit to our database must be accurate and updated. You are responsible for all utilization of your account.

2.8 Purchase details

In order to make a purchase, you will need to follow the ordering procedures described via the service. Pricing details for services and the procedures for payment and delivery are displayed via the service and are subject to change without notice.

2.9 Changes to the Terms and Conditions

We may, at any time, and at our sole discretion, adjust these Terms and Conditions of Use, including our Privacy Policy, with or without notice to the Client. Any such alteration will be effective instantly upon open posting. Your proceeded use of our Service and this Site following any such alteration constitutes your acknowledgment of these adjusted Terms.

The Woxygen logo, and other Woxygen marks, graphics, scripts, are trademarks of Woxygen. None of the Woxygen trademarks may be copied, downloaded, or otherwise exploited.

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