Contract to perform a specified task eng
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Template of the contract to perform a specified task in Poland

Template of the contract to perform a specified task in Poland

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  • 1. Contract to perform a specified task in PolandAuthorJulita Mortka – Lawyer, M&A expert, corporate and contract consultantinfo@consuldimo.com | www.consuldimo.com | skype : julitamortkaConsuldimo is flexible and modern company which will provide you with all indispensabletools to make your business work in Poland. Thanks to our experience in consulting andoutsourcing, we can make the process of fully integrating our resources into yourbusiness needs as smooth and easy as possible.When starting up in business it is essential to get off on the right foot. We provide a widerange of legal and business services for private companies to ensure you to set up theright framework in order to succeed in Poland. Depending on how you want to run yourbusiness we can set up new companies of any type and convert company from one typeto another as well. We participate also in M&A transactions, prepare investmentagreements etc.We offer also legal assistance regarding transfer of copyrights and grant of license. Wecan provide you with full support regarding copyright agreements, software law, newtechnology law, personal data protection and advertising law, intellectual property law.We offer a document drafting and checking service (regarding agreements, contract ofcollaboration, POA, acknowladges etc), this is perfect if you would like an expert tocomplete or check a document for you.We also provide you with fast access to most PL government forms. These forms aremostly provided free on government websites. Even if government are free youll haveknowing exactly how to complete it in compliance with polish law, where to send it andwhat other documents are required to be sent with it.Please dont hesitate to contact us for more information.NotePlease note that all templates prepared by us comply with Polish law. 1
  • 2. Contract to perform a specified taskconcluded on ………......... in …………. between:1. …............... [limited liability company] with its registered office in …...................., at…..................., entered in the register of businesses with KRS number …............. at theDistrict Court for …................... in …............Commercial Division of the National CourtRegister,represented by …........................... – President of the Board,hereinafter referred to as the Principal,and2. …………… residing in ……………… proving his identity with ……………..,hereinafter referred to as the Author,jointly referred to as the Partieswith the following content: §11.1The Principal entrusts the Author with performing a task whichis________________ and the Author undertakes to perform it, hereinafterreferred to in this Agreement as the Work.1.2The Author undertakes to perform work within periodof____________________. §22.1 The Author declares that he has the necessary knowledge and skills to perform theWork.2.2 The Principal declares to dispose proper financial sources in order to pay aremuneration to the Author. §33.1 The Author represents that the he has the copyright in the Work mentioned in §1 andthis copyright is not limited within the scope covered by this contract.3.2 The Work shall be performed from the Authors own materials, samples of whichhave been presented to the Principal prior to signing this contract. The costs of thesematerials shall be incurred by the Author. The signing of this contract constitutesacceptance of the materials that shall be used for the purposes of performing the Work. §44.1 The transfer of the Work shall take place on the basis of the acceptance protocol, atemplate of which is contained in Appendix No. 1 to this contract. The Work shall beconsidered as handed-over after it has been delivered to the Principal and the acceptanceprotocol has been signed by the Principal and the Author. 2
  • 3. 4.2 The transfer of the Work to the Principal shall take place at the Principal’s registeredoffice on the date of signing the acceptance protocol. §55.1 The Author undertakes to notify the Principal in writing of his readiness to transferthe Work.5.2 The Principal is obliged to collect the Work performed in accordance with this contractand free of defects within _________ days of the date on which he received writtennotification from the Author informing him of his readiness to transfer the Work. In theevent of the Principal failing to collect the Work on the above date then the risk ofaccidental destruction or damage to the Work passes to him, and he shall also be obligedto cover the justified costs incurred by the Author that arose in connection with the needto store the Work. §66.1 The Author can entrust the partial performance of the Work to a sub-contractoror sub-contractors. In this situation he is responsible for the activity or inactivity ofsuch sub-contractor or sub-contractors as if they were his own activity or inactivity.6.2 The written consent of the Principal must be obtained in order for the Author toentrust the performance of all the Work to another sub-contractor or sub-contractors. §77.1The Principal agrees to pay the Author remuneration of gross EUR …. (in words: gross….. Euro).7.2 The Author’s remuneration covers the making of, delivery, verification of correctnessand transfer of the Work to the Principal and assignment of rights to the Work to thePrincipal within the extent covered by this Agreement.7.3 The remuneration shall be paid to the Author in cash after delivery of the Work within7 days from the day of transfer of the Work as specified in § 4.7.4 The basis for paying the remuneration mentioned in section 1 shall be a VAT invoiceproperly issued by the Author.7.5 Not later than the day of delivery to the Principal of a VAT invoice mentioned insection 5, the Author shall deliver to the Principal a residence certificate, ie. an officialconfirmation that the Author is a tax resident in …. (country).7.6 The Principal shall cease payment of the remuneration for the Author until the Authorsubmits the documents mentioned in sections 5 and 6 or the Principal shall pay theAuthor his remuneration reduced by an advance income tax determined according to theprovisions of Polish law. §88.1 The Principal undertakes to furnish the Author with all the information that isnecessary to perform the Work.8.2 If the Principal refuses to grant information without which the performance ofthe Work is not possible then the Author shall be able to withdraw from thiscontract by _______________, however on condition that he grants the Principalan additional ____________ day deadline to furnish this information and state that 3
  • 4. after its ineffective expiry he shall be entitled to withdraw from the Contract. §99.1 In the event of a delay in performing the Work the Principal shall be entitled toa contractual penalty of ______ % of the remuneration defined in § 7 of thisContract for each day of delay.9.2 In the event of a delay exceeding __________ days the Principal can set anadditional deadline for the performance of the Work, and after its expiry he shall beable to withdraw from this Contract whilst retaining the right to the contractualpenalty specifed in § 9, point 1 above.9.3 The Principal is entitled to seek compensation according to general principles ifthe damage caused to him exceeds the amount of the contractual penalty. § 1010.1 The Author undertakes to deliver the Work performed in accordance with thisContract and free of defects.10.2 The Author is obliged to immediately inform the Principal of all circumstancesthat might have an affect on him meeting the deadline for the performance of theWork defined in this contract.10.3 If the Work supplied by the Author has defects then the Principal shall beentitled to set the Author a ______________ day deadline for their rectification.After the ineffective expiry of this deadline the Principal shall, at his discretion, beable to do the following: a) ....refuse to accept the Work, if there are any significant defects and withdraw from the Contract within _____________ days, or b) ....collect the Work without the defects rectified and demand a reduction in the remuneration. § 1111.1 The Parties agree to keep confidential the information associated with enteringinto this contract and its contents.11.2 All amendments and supplements to this contract must be made in writing orelse shall be null and void.11.3 The provisions of the Civil Code and other laws shall be applicable in issuesnot governed by this Contract.11.4 All disputes arising out of this Contract shall be resolved by the court at______________. § 12This Contract has been drawn up in two counterparts in a Polish language versionand two counterparts in an English language version, with one copy from eachlanguage version for each Party. In the event of any discrepancies between thePolish and English language versions then the binding version shall be the Polishversion._____________________ ____________________ 4