Signal Provider VISIONFUTURESOU


SERVICES AGREEMENT
THIS SERVICES AGREEMENT № 1 (the "Agreement") is entered into on (the "Effective Date")
BY AND BETWEEN:
Visionfutures OÜ with registry code 16984625,
represented by VISIONFUTURES OÜ
(the "Client") * * , 
acting as an independent contractor 
(the “Provider”)
also hereinafter together referred to as the "Parties", and each individually as a "Party".
The Parties have agreed as follows:
 
TERMS AND DEFINITIONS
 
Business Day a working day in the country of the Client
Client Visionfutures OÜ, a private limited company incorporated under the laws of the Republic of Estonia, registry code 16984625, having its address at Harju maakond, Tallinn, Kesklinna linnaosa, Tornimäe tn 3 // 5 // 7, 10145, contact email info@visiontradeforex.com
Confidential Information the terms of the Agreements and any information that is not public knowledge and that is obtained from the other Party in the course of, or in connection with, the Agreement
Deliverables all object that have been, or will, in the future, be made, developed, created for the Client: 
▪ during the Professional Relationship and in connection therewith and/or 
▪ by way of using the equipment, facilities, assets, know-how and information of the Client and/or 
▪ in any other way for the business and/or for the Client, including those with respect to which patent registrations or other registrations or means of protection will be obtained in the future
Fee payment for the Services paid by the Client to the Provider
Force Majeure Event any event arising which is beyond the reasonable control of the affected Party (including any industrial dispute affecting any third party, governmental regulations, fire, flood, disaster, civil riot, or war)
Instructions requests and tasks assigned by the Client, as well as a description of the Services and the specifications for the Deliverables to be performed by the Provider hereunder
Intellectual Property Rights or "IPR" all intellectual and industrial property rights and similar rights of whatever nature anywhere in the world
▪ whether currently existing or coming into existence at some future time and all rights pertaining thereto, 
▪ whether recorded or registered in any manner or otherwise, 
▪ including (but not limited to) any copyrights and related rights, industrial design rights and other design rights, registered designs, patents, utility models, inventions (whether or not patentable), trademarks, service marks, database and software rights,  rights to layout-designs of integrated circuits, trade secrets, know-how, confidential information, business names, trade names, brand names, domain names and all other legal rights anywhere in the world protecting such intangible property 
▪ including, where applicable, all renewals, extensions and applications for registration, the right to apply for registration and the right to sue for damages for past and then-current infringement in respect of any of the same
Personal Data personal data of the Provider necessary to enter and execute the Agreement
Professional Relationship service relationship between the Client and the Provider under the Agreement
Provider Last name * First name *, , residing at *, having the mailing address at *, contact email Email *, banking details Bank name * *
Transfer and acceptance certificate a document confirming the actual performance of the Services, executed by the Parties in the manner prescribed in the Agreement
 
I. SCOPE OF SERVICES
1. Under the Agreement the Provider shall perform the following services: Signal Provider.
2. The scope of the Services might as well be specified in the Instructions that shall be given to the Provider in writing via emails or messengers and tasks management systems. 
3. In addition to the aforementioned, the Provider shall provide other services under this Agreement in accordance with the Instructions, as long as the Instructions fall within the Provider’s domain of activity and professional skills and are compatible with applicable legislation.
 
II. FEE
 
The ClientThe Provider
▪ shall pay the Provider the Fee in the amount of *. 
 
▪ shall not reimburse the Provider expenses incurred to them in connection with the Professional Relations
In case the Client expressly agrees to allocate the funds for the Provider's access to specific working tools the Provider shall spend the allocated budget in a judicious manner. The number of such expenses shall be agreed in advance with the Client.
▪ The Fee shall include all remuneration for the IPR, licenses, and authorisations regarding the Deliverables received by the Client under the Agreement ▪ shall pay all taxes as required by applicable laws in connection with Professional Relationship
 
▪ shall indemnify the Client against any costs (including any interest, penalties, or costs incurred) 
These costs levied, demanded, or assessed on the Client at any time if the Client is held liable for tax offenses related to the Provider's non-performance or improper performance of his duties in paying taxes and duties in relation to the Provider’s Fee under this Agreement, or in connection with the failure of the Provider to provide reliable information and/or duly executed documents.
 
III. PROVISION OF SERVICES
 
The Provider shall start provision of the Services specified in the Instructions within 1 Business day upon receipt of the Instructions, unless otherwise agreed by the Parties
notify the Client immediately if this term could not be respected
perform the assignments under the Instructions within a reasonable time as required to provide the Services complying with high standards of quality in the absence of any expressly agreed deadline
(Each assignment within the Instruction must be performed within such time as is agreed between the Parties in the individual case.)
determine at the Provider's full discretion the manner and the means by which the Services are accomplished 
define the framework and the working tools
engage third parties necessary to perform the Instructions, unless otherwise agreed by the Parties or clearly indicated in the Instructions  
 
IV. ACCEPTANCE PROCESS
1. The Provider shall test the Deliverables requiring testing and shall make all necessary corrections prior to providing the Deliverables to the Client.  
2. The Deliverables shall be submitted to the Client or to the person appointed by the Client. Unless otherwise is agreed by the Parties or clearly indicated in the Instructions, the Deliverables shall be submitted Google Drive.
3. The Client shall review the Deliverables within the time identified for such reviews and shall promptly either 
(i) approve the Deliverables in writing or 
(ii) provide written comments sufficient to identify the Client's concerns, objections, and corrections.
4. The provision of the Services (the fulfillment of the Instructions) must be documented by the Parties signing a Transfer and acceptance certificate unless the Agreement allows the Transfer and acceptance certificate to be signed by the Provider only. The Transfer and acceptance certificates may be signed with a digital signature agreed by the Parties as valid for the purposes of the Agreement. 
5. The Provider shall send the Transfer and acceptance certificate and the corresponding invoice to the Client on the Payment date * day of the month during which the Services were provided. The Parties hereto unconditionally agree that any Transfer and acceptance certificate sent by the Provider to the Client is by default deemed approved by the Client, and the Services described in the Certificate are in fact deemed rendered unless the Provider receives written objections from the Client within 5 Business Days after the Transfer and acceptance certificate has been received by the Client. 
 
V. PAYMENT
1. The payments hereunder shall be made by the Client based on the invoices sent by the Provider regarding the Services accepted by the Client. 
2. The payment of the Fee shall be made within 10 Business Days after the invoice has been received by the Client. The payment of the Fee shall be made to the Provider's bank account.
3. The date of fulfillment of the Client’s obligations to pay the invoice shall be the date of debiting of funds from the Client’s account. The payment can be made by a third party or from the account of a third party.
4. Any commission fees of the Client’s bank and/or correspondent bank(s) of the Client’s bank (if any) shall be payable by the Client, while commission fees of the Provider’s bank and/or correspondent bank(s) of the Provider’s bank (if any) shall be charged for the account of Provider.
 
VI. PROFESSIONAL RELATIONSHIP
 
The ClientThe Provider
▪ is free to engage others to perform services of the same or similar nature to the Services ▪ will be an independent contractor and nothing in the Agreement shall render the Provider as an employee, agent, or partner of the Client and the Provider shall not hold itself out as such
 
▪ shall have no authority (and shall not hold itself out as having authority) to bind the Client unless the Parties have specifically permitted this in writing in advance
 
▪ shall be entitled to advertise, offer and provide services to others unless such actions breach the IPR of the Client, confidentiality, or intellectual property provisions of the Agreement
The Parties expressly acknowledge that the Agreement does not create an exclusive relationship between the Parties.
 
VII. INTELLECTUAL PROPERTY PROVISIONS
1. The IPR to the Deliverables shall pass in full to the Client. All such IPR are deemed automatically transferred to the Client from the moment of their creation for the whole period of validity of the respective IPR. The Provider does not reserve the right to use in any manner (including for its own needs), in any territory, the Deliverables. All transfers and waivers given or made under the Agreement are exclusive, irrevocable, and unconditional by nature.
2. The Provider agrees, at the request of the Client immediately to sign, execute, make and do all such deeds, documents, acts, and things as the Client may reasonably require or desire to perfect the Client's entire right, title, and interest in and to any Deliverable.
3. The Provider also grants to the Client an exclusive, transferable, sub-licensable, fully paid-up, worldwide and unlimited right (license) to use and exploit the author’s moral rights (as defined in the copyright laws) with respect to the Deliverables in the following manner (and the Provider shall use the respective rights in the following manner) for the whole period of validity of the respective rights:
(a) right of authorship: the Provider shall not appear in the public as the creator of the Deliverables and claim the recognition of the fact of creation of the Deliverables without the prior written approval of the Client;
(b) right of author’s name: the Provider grants to the Client the right to decide whether and in which manner to designate the author’s name in the use of the Deliverables, including the right to use the Deliverables without showing the author’s name;
(c) right of integrity: the Provider grants to the Client  the right to make itself and allow any other person to make any changes, modifications, developments, and translations to the Deliverables without any further consent of the Provider required; the Client shall not make changes to the Deliverables, except as may be required to perform his obligations to the Client;
(d) right of additions: the Provider grants to the Client to make itself and allow any other person to add other authors’ works to the Deliverables without any further consent of the Provider required;
(e) right of disclosure: the Provider grants to the Client the right to decide whether and when the Deliverables will be made public;
(f) right of supplementation: the Provider grants to the Client the right to supplement itself and allow other persons to supplement the Deliverables without any further consent of the Provider required; the Provider shall not supplement the Deliverables, except as may be required to perform his obligations to the Client;
(g) right to withdraw: the Provider grants the Client the right to request that the use of Deliverables be terminated; the Provider hereby waives such right.
4. The Provider warrants that it shall not knowingly incorporate into any Deliverables any material that would infringe any intellectual property rights of any third party. The Provider shall ensure that the engagement of the third parties (if any) is made under the same intellectual property provisions as stated in the Agreement.
5. The Provider hereby assigns to the Client its whole absolute right, title, and interest, present and future in and to such Intellectual Property Rights free from all liens, charges, and encumbrances. The Provider will provide the Client with all information which the Client may reasonably request in order to exercise its Intellectual Property Rights in any jurisdiction in full.
6. The Client is entitled to use, license, or sublicense all rights assigned to it under the Agreement at its own discretion without any time, territorial, or other restrictions.
7. The Client is entitled to apply for the registration (in any part of the world) of a patent, a utility model, industrial design right, trademark, or any other industrial property right or any other type of registrable right with respect to any Service Results.
 
VIII. CONFIDENTIALITY
 
The ClientThe Provider
▪ may grant to the Provider access to the information infrastructure (including, but not limited to, creating an email account on the Client’s domain, access to communication applications, task management systems, and other applications and/or programs) in order to comply with the information security requirements and protect the Client’s data
Access is provided exclusively for the provision of the Services under the Agreement, is temporary, and may be unilaterally withdrawn by the Client at any time. 
▪ processes the Personal Data (the Provider’s name, e-mail, address, bank account details, and other data which Provider has submitted to the Client)
 
▪ uses such Personal Data only for the purposes and to the extent that is necessary for the purposes of executing this Agreement
 
▪does not disclose Personal Data to any third parties (except accountants, banks, etc), unless it is necessary for the purposes of executing this Agreement and/or the obligation of the Client to disclose arises from applicable law and/or if the Provider has explicitly consented to such disclosure
▪ shall not, without the prior express written consent of the Client, disclose, disseminate, reveal or make use of any Confidential Information
 
▪ shall treat any information relating to the customers of the Client as strictly confidential and shall not use it for any purpose other than the provision of the Services under the Agreement
 
▪ shall not engage in conduct or make statements relating to the provision of the Services to the Client that can be construed as critical or derogatory of the Client, its service providers, its employees, agents, partners, shareholders, officers, directors, and affiliates
 
IX. NOTICES
1. All notifications, messages, and documents arising from the Agreement shall be sent and deemed received by the Parties if they are sent by e-mail from the contact email address of one of the Parties to the contact email address of the other. Contact email addresses are stated in the section 'TERMS AND DEFINITIONS'  above. 
2. The date of sending and receiving the corresponding message shall be considered the day the message was sent by email. Electronic versions of documents have full legal force between the Parties.
3. In case of change of address, phone numbers, or bank details, the Parties are obliged to notify each other about this within 3 (three) business days from the date of occurrence of such changes.
 
X. APPLICABLE LAW AND DISPUTE RESOLUTION
1. The Agreement shall be governed and interpreted in accordance with the legislation of the country of the Client.  
2. The Parties agree to try in good faith to settle through negotiations any dispute, disagreement, or claim arising out of or in connection with execution, termination or rescission of the Agreement. The claiming Party shall send a message with its claim to the other Party (in accordance with the provisions in the section 'NOTICES' above). The contents of the notice in question shall contain the essentials of the claim and evidence supporting such claim.
3. In the absence of a reply to the claim within 20 (twenty) Business Days since the sending date, or if the Parties have failed to reach an amicable settlement, the dispute, controversy, or claim arising out of or in connection with the Agreement, shall be brought and heard by the court at the Client's residence. The Client reserves the right to bring any claim against the Provider in any forum the Client deems appropriate.
 
XI. TERM, TERMINATION, ASSIGNMENT OF THE AGREEMENT
1. The Agreement shall come into legal effect on the Effective Date and shall last for 1 month. The term of the Agreement will be automatically extended for the next month unless any Party makes a termination notice  (the notice shall be sent at least 20 Business Days before the expiration of the term of the Agreement). The number of term extensions is unlimited.
3. The Agreement may be terminated by consent of the Parties at any time or by either Party unilaterally by sending the termination notice at least 30 Business Days before the termination date.
4. Upon early termination of the Agreement: 
(a) the Client should perform the payments of the Fee not later than 10 (ten) Business Days from the date of termination;
(b) The Client agrees to pay the Fee for the Service performed by the Provider until the termination date in accordance with the Transfer and acceptance certificate as it is stated in the Agreement.
5. Any of the Client’s property in the Provider’s possession and any original or copy documents obtained by the Provider in the course of providing the Services shall be returned to the Client at any time on request and in any event on or before the termination of the Agreement. The Provider shall also irretrievably delete any information relating to the business of the Client stored on any storage (including computer or laptop), and all matter derived from such sources which are in the Provider’s possession or under the Provider’s control outside the premises of the Client.
6. The Provider is not entitled to assign its rights or obligations under this Agreement without the prior written consent of the Client.
 
 
XII. SIGNATURES 
 
 
 
 
 
 
 

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Document name: Signal Provider VISIONFUTURESOU
lock iconUnique Document ID: 9b7c7ada463c68f497575114606efd1ba0b33e31
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February 4, 2025 11:06 am CETSignal Provider VISIONFUTURESOU Uploaded by Stefan Andrei Closca - info@visiontradeforex.com IP 79.117.99.16