1. TERM

This Agreement begins on — and ends on —, unless terminated earlier as provided herein.

2. FEES AND PAYMENT

The Client shall pay the Provider a fixed fee of — EUR for the services described above.

Invoices are payable within 14 days from the invoice date, unless the Parties agree otherwise in writing.

3. EXPENSES

Unless agreed otherwise in writing, — bears its own expenses.

4. CONFIDENTIALITY

Each Party shall keep confidential all non-public information received from the other Party in connection with this Agreement, shall use it only for the purposes of this Agreement, and shall not disclose it to third parties without prior written consent, except where disclosure is required by applicable law.

5. INTELLECTUAL PROPERTY

Upon receipt of full payment, — assigns to — the rights in the deliverables created specifically for — under this Agreement, to the extent such rights are transferable under applicable law. — retains the rights in pre-existing materials, tools and know-how and grants — a non-exclusive licence to use them as incorporated in the deliverables.

6. TERMINATION

Either Party may terminate this Agreement by giving 30 days written notice. Work performed and expenses incurred up to the effective date of termination remain payable.

Either Party may terminate this Agreement with immediate effect if the other Party materially breaches it and fails to remedy the breach within a reasonable period after written notice.

7. GOVERNING LAW

This Agreement is governed by the law agreed by the Parties: —. The Parties will first attempt to resolve any dispute amicably.

8. ENTIRE AGREEMENT

This Agreement contains the complete understanding of the Parties on its subject matter. Amendments must be made in writing. If a provision is or becomes invalid, the remaining provisions stay in force.