Working together


Clients pay for my time at an hourly rate. At the end of each month they are invoiced accordingly with a list services provided.

Invoices are settled within 30 days.

  • We meet in person, or virtually, to discuss your immediate requirements and rates will be agreed.
  • If my skill set meet your requirements, we agree on an initial project/phase of development.
  • During development, we can review progress together. In this way we avoid any surprises!
  • On completion, I make the source code available.

Simple.

Note, all software developed is put into source control. By default, all work discussed is not disclosed to third parties.

Any infrastructure for the published work will be provided by the client.

For your convinience, I have included a sample contract below.

INDEPENDENT CONTRACTOR AGREEMENT

THIS INDEPENDENT CONTRACTOR AGREEMENT (the "Agreement") dated this XXth day of XXXX, XXXX

BETWEEN:
Client

The XXXX Company
Company number XXXXXXXX.
Trading as “XXXX” or “XXXX”.
(thereafter the “Client”)

Contractor

Digital Fishies
Company number XXXXXXXX.
(thereafter “DF”)

BACKGROUND
  1. The Client is of the opinion that DF has the necessary qualifications, experience and abilities to provide services to the Client.
  2. DF is agreeable to providing such services to the Client 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 Client and DF (individually the "Party" and collectively the "Parties" to this Agreement) agree as follows:

Services Provided
  1. The Client hereby agrees to engage DF to provide the Client with the following services (the "Services"):

    1. Software programming (the “Software”)

    2. Updates to the Software developed

  2. The Services will also include any other tasks which the Parties may agree on. DF hereby agrees to provide such Services to the Client.

  3. DF shall endeavour to meet any reasonable deadlines for the provision of the Services as agreed by both Parties in writing.

  4. Both Parties shall take all reasonable precautions to avoid loss or corruption of the Software due to viruses or other malicious software.

  5. DF shall undertake the Services with all reasonable care and diligence expected. Therefore the Client’s liability for negligence is limited to a sum equivalent to the Payment related to the particular phase of development.

  6. Although DF will try to ensure the Service provided is error free, DF cannot accept responsibility for any losses incurred as a result of the Service. It is the Client’s responsibility to ensure the Software is functioning correctly before use.

  7. After the Software has been deployed to a production environment, DF will endeavour (although not obliged) to correct issues to meet the original functionality outlined in the brief. DF is not responsible for issues that may arise as a result of changes made by the Client to the deployment platform.

  8. DF cannot take responsibility for copyright infringements as a result of material submitted by the Client. DF can refuse the use of such materials.

  9. DF reserve the right to refuse the handling of materials that are deemed offensive or illegal, and if possible can terminate any service/hosting that facilitates such material.

  10. If required for programming purposes, it is the responsibility of the Client to provide a suitable test environment.

  11. Ownership and copyright of the Software is transferred from DF to the Client upon receipt of the Payment.

Term of Agreement
  1. The term of this Agreement (the "Term") will remain in full force and effect until the completion of the Services, subject to earlier termination as provided in this Agreement. The Term may be extended with the written consent of the Parties.

  2. This Agreement is a retroactive contract from the XXth day of XXXXXXXX.

Performance
  1. The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect.

Currency
  1. Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in GBP.

Payment
  1. DF will charge the Client a flat fee of £XX per hour for the Services (the "Payment").

  2. The Client will be invoiced when the Services are complete.

  3. Invoices submitted by DF to the Client are due within 30 days of receipt.

  4. In the event that this Agreement is terminated by the Client prior to completion of the Services but where the Services have been partially performed, DF will be entitled to pro rata payment of the Payment to the date of termination provided that there has been no breach of contract on the part of DF.

  5. The Payment as stated in this Agreement does not include Value Added Tax. Any Value Added Tax required will be charged to the Client in addition to the Payment.

  6. DF will be responsible for all income tax liabilities and National Insurance or similar contributions relating to the Payment and DF will indemnify the Client in respect of any such payments required to be made by the Client.

Reimbursement of Expenses
  1. DF will be reimbursed from time to time for reasonable and necessary expenses incurred by DF in connection with providing the Services.

  2. All expenses must be pre-approved by the Client.

Confidentiality
  1. Confidential information (the "Confidential Information") refers to any data or information relating to the Client, whether business or personal, which would reasonably be considered to be private or proprietary to the Client and that is not generally known and where the release of that Confidential Information could reasonably be expected to cause harm to the Client.

  2. DF agrees that it will not disclose, divulge, reveal, report or use, for any purpose, any Confidential Information which DF has obtained, except as authorised by the Client or as required by law.

Ownership of Intellectual Property
  1. All intellectual property and related material, including any trade secrets, moral rights, goodwill, relevant registrations or applications for registration, and rights in any patent, copyright, trademark, trade dress, industrial design and trade name (the "Intellectual Property") that is developed or produced under this Agreement, will be the sole property of the Client. The use of the Intellectual Property by the Client will not be restricted in any manner.

  2. DF may not use the Intellectual Property for any purpose other than that contracted for in this Agreement except with the written consent of the Client. DF will be responsible for any and all damages resulting from the unauthorised use of the Intellectual Property.

Return of Property
  1. Upon the expiry or termination of this Agreement, DF will return to the Client any property, documentation, records, or Confidential Information which is the property of the Client.

Capacity/Independent Contractor
  1. In providing the Services under this Agreement it is expressly agreed that DF is acting as an independent contractor and not as an employee. DF and the Client acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service.

Notice
  1. All notices, requests, demands or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the Parties at the following addresses:

    1. ___________________
      ___________________
      ___________________

    2. ___________________
      ___________________
      ___________________

    or to such other address as either Party may from time to time notify the other.

Indemnification
  1. 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 affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive 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 affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with this Agreement. This indemnification will survive the termination of this Agreement.

Modification of Agreement
  1. 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 authorised representative of each Party.

Time of the Essence
  1. Time is of the essence in this Agreement. No extension or variation of this Agreement will operate as a waiver of this provision.

Assignment
  1. DF will not voluntarily, or by operation of law, assign or otherwise transfer its obligations under this Agreement without the prior written consent of the Client.

Entire Agreement
  1. It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement.

Enurement
  1. This Agreement will enure to the benefit of and be binding on the Parties and their respective heirs, executors, administrators and permitted successors and assigns.

Titles/Headings
  1. Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement.

Gender/Number
  1. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.

Governing Law
  1. This Agreement will be governed by and construed in accordance with the laws of England and Wales.

Severability
  1. In the event 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.

Waiver
  1. The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or other provisions.

IN WITNESS WHEREOF the Parties have duly affixed their signatures under hand and seal on this XXth day of XXXXXXXX.

_______________________________

Mr XXXX (XXXX)
The XXXX Company (Client)

_______________________________

Mr Norcross (Director)
Digital Fishies (Contractor)