Agreement For The Record Management Red Bull
Agreement For The Record Management Red Bull
Agreement For The Record Management Red Bull
Between
And
AL HAMD ENTERPRISES
RED BULL PAKISTAN, a Company incorporated under the laws of Pakistan, having its business office
at__________________________________________, Karachi (hereinafter referred to as "Customer"),
which includes its legal heirs, successors and assigns of the one part;
AND
AL HAMD ENTERPRISE, company having its corporate offices at Flat No A-7, Falaknaz Centre Main
Shahrah-e-Faisal, Karachi 75100 - Pakistan (hereinafter referred to as the "AL HAMD ENTP.") which
expression wherever the context so admits shall include and mean his successors in interest and assign;
of the other part;
AND WHEREAS Customer now wishes to acquire from AL HAMD ENT., to provide to the Customer the
services of Record Management, Processing Paper Filing and Printing of documents of the Customer as
per the Customer's directive on agreed prices in Annex B.
NOW THEREFORE, in consideration of the mutual promises and covenants hereinafter set forth and for
other good and valuable consideration the adequacy of which is hereby acknowledged by the Parties
and the mutual benefits to be derived therefrom, the representations and warranties, covenants,
condition and promises contained herein below and intending to be legally bound, the Parties agree as
follows:
1. Agreement
1.1 In consideration of the payment Charges AL HAMD ENT. Agrees to the Customer the Services for
the Term in accordance with the provisions of this Agreement.
1.2 Unless agreed otherwise, purchase orders received from the Customer, subsequent to the date
of this Agreement, for further services will be construed as being governed by the terms of this
Agreement
2. Service Delivery:
2.1 Printing Customers’ provided data and maintaining the box file which will consist A4 size white
200 pages, 10 separators (if required) in a box file (hard file).
2.2 Three month contract shall be sign for the record management services later can be extended to
a yearlong contract for the same services. After every three months’ work completion certificate
shall be issued by client after satisfactory completion of work.
3. Customer's Obligations
3.1 The Customer warrants that the online Storage Items shall contain no illegal, obscene,
pornographic, defamatory or blasphemous material. The Customer will notify AL HAMD ENT.
immediately when it becomes aware of the existence of any online material contained in the
Storage Items which might cause the Customer to be in breach of this Clause.
3.2 The Customer shall provide AL HAMD ENT. with all descriptions and information relating to the
Storage Items necessary for AL HAMD ENT. to provide the Services and produce the Deliverables
required by the Agreement.
4. Risk
4.1 The Customer has specifically agreed that AL HAMD ENT. will not be responsible for any
Insurance.
5. Charges and Payment Terms
5.1 The charges for the Services shall be as set out in the Appendix A.B
5.2 The Customer shall pay the Charges to AL HAMD ENT. at the times specified in the Agreement
within TEN (10) days after receipt of AL HAMD ENT.'s valid invoice
5.3 All charges set out in the Agreement are exclusive of applicable Government taxes.
5.4 On each anniversary of the date of this Agreement or at any other agreed date, all Charges
payable and detailed in Appendix A shall be increased.
6.1 Either party may terminate this Agreement in the event that the other party commits a material
breach of this Agreement and, if the breach is capable of remedy, the party in breach fails to
remedy the breach in question within fifteen (15) Working Days of receiving written notice from
the other party requiring the same.
6.2 The agreement is of minimum 03 months’ term and notice can only be given after completion of
03 months. The notice period is 01 months and must be given in writing. The agreement can be
extended with mutual consent.
7. Liability
7.1 AL HAMD ENT. shall not be liable for any loss to the Storage Items, howsoever caused, unless
such loss or damage resulted from AL HAMD ENT.'s failure to exercise reasonable skill and care
in providing the Services.
8.1 No Intellectual Property Rights of whatever nature in respect of any matter related to the
Services shall vest or be deemed to vest in the Customer.
9. Indemnity
9.1 The Customer shall indemnify AL HAMD ENT. and keep AL HAMD ENT. indemnified against any
and all losses, liabilities and costs resulting from any claim by a third party that by copying the
Storage Items or otherwise carrying out the Services AL HAMD ENT. has infringed any
intellectual property or other rights of such third party or given rise to a claim for defamation.
This indemnity will not apply to the extent that infringement occurs because AL HAMD ENT.'s
own tools or methodologies themselves infringe third party rights.
9.2 The Customer shall indemnify AL HAMD ENT. against all loss, actions, claims, demands,
proceedings (whether criminal or civil), costs, legal expenses (on a full Indemnity basis).
Insurance premiums and calls, liabilities, Judgements, damages or other sanctions arising
directly from the Storage Items supplied to and used by AL HAMD ENT., Including (without
limitation) the Customer's failure to comply with Data Protection legislation and Financial
Services legislation.
10. Confidentiality
10.1 AL HAMD ENT. and the Customer shall use best efforts to keep confidential (and ensure that
their employees, agents and sub-contractors keep confidential) all information and or
documentation to which the other has had access in connection with this Agreement, whether
in oral, written, graphic or machine-readable form including but not limited to information
and/or documentation relating to any part of the business and affairs of the other party and, in
the case of the Customer, any aspect of the Services designated as confidential by AL HAMD
ENT. ("Confidential Information"). AL HAMD ENT. agrees to maintain the confidentiality of
Customer's Confidential Information using procedures no less rigorous than those used to
protect and preserve the confidentiality of its own similar proprietary information and shall not
directly or indirectly: (1) transfer or disclose any Subscriber Confidential Information to any third
party; (ll) use any Customer Confidential Information other than as contemplated under this
Agreement; or (I) take any other action with respect to Customer Confidential Information
inconsistent with the confidential and proprietary nature of such information. Confidential
Information does not Include information which:
10.1.1 is or becomes publicly known through no wrongful act of the party concerned; or
10.1.2 is required to be disclosed by an order of law or other binding authority provided that to the
extent permitted by law the receiving party shall provide the disclosing party with notice of such
requirement so that the disclosing party may seek an appropriate protective order. In the event
that disclosing party is not successful in obtaining a protective order and the receiving party is,
in the opinion of its counsel, compelled to disclose Confidential Information, the receiving party
may disclose such information in accordance with and for the limited purpose of compliance
with the Court Order, without liability hereunder, or
10.1.3 is disclosed to any adviser of either party not bound by a professional duty of confidentiality.
10.1.4 Each party shall notify the other in writing if it becomes aware of any breach of confidentiality
and give all reasonable assistance to the other party in pursuing its rights where a breach of
confidence occurs.
11. Disputes
11.1 In the event of any disagreement or dispute between the parties arising out of any matter
relating to or arising out of this Agreement, the parties shall in the first instance seek to resolve
the matter by discussions between the Customer's Business Unit Manager and the AL HAMD
ENT.'s Divisional Director.
In the event that they are unable to resolve the disagreement or dispute within 2 business days,
or such other reasonable period of time as agreed between the parties, it shall be escalated for
resolution to the parties' Managing Directors. If the disagreement or dispute is not resolved or if
either party reasonably believes that it is unlikely to be resolved, the parties may choose to
arbitrate. Either party may give written notice to the other party of its Intention to arbitrate, In
the event of a conflict, the provisions of this Agreement will control. The decision of the
arbitrator must be in writing and must include findings of fact and law. The result of the
arbitration will be binding on the parties and the judgment on the arbitrator's award may be
entered in any court having jurisdiction. The parties agree that the arbitrators are not
empowered to award damages in excess of the limitations of liability specified in this
Agreement. Any such mediation or arbitration conducted shall be conducted in Pakistan
12. No Waiver
12.1 The failure of either party to partially or fully exercise any right or the waiver by either party of
any breach shall not prevent a subsequent exercise of such right or be deemed a waiver of any
subsequent breach of the same or any other provision of this Agreement.
13. Severability
13.1 Should any provision of this Agreement be held to be void, invalid or inoperative, the remaining
provisions of this Agreement shall not be affected and shall continue in effect, and the invalid
provision shall be deemed modified to the least degree necessary to remedy such invalidity.
14.1 The parties are independent contractors under this Agreement, and nothing herein shall be
construed to create a partnership, joint venture, and franchise or agency relationship between
the parties. Neither party has any authority to enter into agreements of any kind on behalf of
the other party.
15. Assignment
15.1 Neither party may assign any part of this Agreement without the prior written consent of the
other which consent is not to be unreasonably withheld or delayed.
16. Governing Law
16.1 This Agreement shall be governed by and construed in accordance with the laws of the Islamic
Republic of Pakistan without giving any effect to any choice of law or conflict of law provision or
rule (whether of the Islamic Republic Pakistan or any other jurisdiction) that would cause the
application of the laws of any jurisdiction other than the Islamic Republic of Pakistan. Each party
hereby consents to personal jurisdiction and venue in Pakistan, with respect to any actions,
claims, disputes of proceedings arising out of or in connection with this Agreement.
IN WITNESS WHEREOF, this Contract has been duly signed by the Parties hereto,
CUSTOMER:
Name: Name:
Title: Title:
AL HAMD ENT.:
Name: Name:
Title: Title:
Annex - A
(Scope of Work)
Printing Services
The Contractor provide Filing record management services to company under this agreement. This
agreement records the detailed arrangements agreed between the company and contractor. Where the
company has requested that a file or document to be black & white Printed and filed, contractor staff
will guide use their best endeavors to find the right document, print it and submit back to customer
representative.
Moreover, the Printed documents will be Filed in a Box File (200 pages each) that will be provided on
Email or via pen drive.
Contractor shall not be liable for errors and damaged caused to the file or document in the Printing or
Filing process. Company will provide the 1 or 2 representatives for the Filing project. However, for
recurring printing needs, need for resources will be discussed and mutually agreed.
Activities
The resources shall be carry out following activities: