CORDAID SERVICE CONTRACT

Parties:

1. The non-governmental organisation under Kenyan Law Cordaid, established statutory in Kenya
(New Rehema House, Rhapta Road 5 th floor), registered at the NGO Organisations Board under
number OP. 218/051/9553/540 (May 11 2000) represented by Esther Kodhek in her capacity as
Country Director, Cordaid Office Kenya hereafter named: "Cordaid";

2. The company under Kenyan Law, AccessKenya Group Limited, registered under the Companies
Act Cap. 486, under registration number NO.C.122775 with its registered offices at 4th Floor,
Purshottam Place, along Westlands Road, of P O Box 43588, 00100 Nairobi, Kenya represented
by Richard Hechle in his function as Managing Director hereafter named “the Service provider”.
PIN number P051193029R.

Also jointly referred to as: "Parties".

Parties consider as follows:

o Cordaid is a Dutch development aid agency, operating worldwide;
o the Service provider is an expert who gives professional services and has expertise and
experience in provision of IT technical, off site back up and internet services
o The Service provider will provide technical support in IT and off site back up of data and
information stored in Cordaid’s main server

Initials Cordaid: ……………… Initials Service provider: …………..

Contract NON EU Service provider Company - Cordaid NL v. 2013.10 Page 1 of 7

Parties have agreed as follows:

Article 1 - Definitions

In this Agreement the following terms shall have the indicated meaning:

Agreement : This service contract

Budget : An itemized summary of estimated or intended expenditures for a given period
along with proposals for financing themas, attached as Annex 1.
Code of Conduct : A set of conventional principles and expectations against sexual abuse that
Cordaid considers binding on any person or organization applying for funds or
against sexual abuse
who are receiving funds from Cordaid, to accept these principles and to act
accordingly, attached as Annex 7
Cordaid Code of : A set of conventional principles and expectations that Cordaid considers binding
for all concrete activities that are launched and carried out by Cordaid, its
Conduct
affiliates and all those working on behalf of Cordaid. The aim of the Code of
Conduct is to provide guidance and protection to all Cordaid staff and all
contracted service providers regarding some important key issues which one
needs to be aware of. The Code of Conduct applies to all staff and service
providers regardless of their location, attached as Annex 6.
General terms and : These Cordaid General Terms and Conditions are applicable to all consultancy
Conditions contracts, attached as Annex 3.
‘Safety First’ : A Manual for Safety & Security in the field, applicable to Cordaid staff (national
and international), all contracted service providers that work on behalf of Cordaid
and/or travel outside Western Europe, and all third parties visiting Cordaid
Offices Abroad, attached as Annex 4.
Terms of Reference : A Statement of the background, objectives, and purpose of the assignment,
attached as Annex 5
Respondent : In this case a respondent refers to the target group of the assignment, including
but not limited to: Cordaid’s partner organisations, stakeholders, consortium
partners or otherwise involved third parties.

Article 2 - Agreement and Assignment

2.1 The Service provider will be assigned to Cordaid to implement the assignment as described in
the Terms of Reference (ToR) and in this Agreement.

2.2 The duration of this Agreement will be Twelve (12) months from 1 January to 31 December
2017 and will automatically end on 31 December 2017, unless parties agree otherwise in
writing.

2.3 This Agreement will be executed by the Service provider according to the enclosed Terms of
Reference, Budget, Cordaid General Terms and Conditions for consultancy contracts and the

Initials Cordaid: ……………… Initials Service provider: …………..

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 Safety & Security Manual as attached. The Service provider declares that he/she has received
and studied all mentioned annexes before starting the Assignment

2.4 The Company and/or the Service provider will obtain on his/her costs all necessary
visa and work permits to fulfil the Assignment in a proper way if applicable.

2.5 According to the principle of freedom of contract and given the Service provider’s specific
expertise, the option of entering into an employment contract was deliberately not used. This
Agreement does not constitute any personal, economic or social dependence of the Service
provider going beyond the scope of this Agreement.

2.6 The Service provider shall indemnify Cordaid of any taxes or social insurance contributions
payable as a result of this Agreement.

2.7 The main conclusions and recommendations from the Assignment will be discussed with
Cordaid. The Service provider will submit a service report to Cordaid every Wednesday and
Friday which should also be signed by a representative from Cordaid. This report should
indicate the work/service carried out and provide any recommendations for improvement of IT
equipment or software.

Article 3 - Fees and expenses

3.1 Fees
The Service provider will receive a gross monthly fee of Thirty Four Six Hundred Eighty Four
(KES 34,684) (inclusive of all taxes) in Kenya Shillings. Payment will be made on receipt of an
invoice from the Service provider.

3.4 The Service provider must submit a well-documented invoice on monthly basis

3.5 Cordaid will deduct 5% withholding tax on fees and remit to Kenya Revenue Authority. Any due
tax payments are within the responsibility of the Service provider.

Article 4 – VAT

Companies & Individual service providers have to submit the PIN Tax registration certificate and
thereafter submit ETR with payment if VAT is applicable. In the latter case, the Kenya VAT Act 2013
applies to you or your company.

Initials Cordaid: ……………… Initials Service provider: …………..

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Article 5 - Authorised recipient and bank account

In case it is difficult or impossible to contact the Service provider due to his/her stay abroad, he/she
shall designate the following authorised recipient in his/her home country:

Name : AccessKenya Group

Address : P O Box 43588 00100 Nairobi
Tel. : 254-20-3600200
Email : accounts@accesskenya.com

Payment to be done by cheque to ACCESSKENYA GROUP LTD.

Article 6 - Safety Policy

6.1 A safety policy applies which has been laid down in the accompanying Cordaid Safety &
Security Manual “Safety first” (Annex 4). On the basis of Article 2.2 of this Agreement, it is
assumed that the Service provider has read and understood this document before start of the
assignment or departure and that the Service provider will take Cordaid‘s Safety Policy into
account and will adhere to the safety measures taken by Cordaid. Furthermore the Service
provider has read and understood the most recent security report as submitted by the Cordaid
Country office or representative.

6.2 The Company and/or the Service provider is/are responsible for taking out all necessary
insurances. Cordaid cannot be held liable for consequences of the absence of any (risk)
insurance.

Article 7 – Ownership & copyright

7.1 Service provider agrees that all work product developed by her/him alone or in conjunction with
others in connection with the performance of services pursuant to this Agreement is and shall be
the sole property of Cordaid, and Service provider shall retain no ownership, interest, or rights
therein. Work product includes but is not limited to reports, graphics, memoranda, slogans, and
taglines

Initials Cordaid: ……………… Initials Service provider: …………..

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7.2 All written and oral information concerning the assignment will be regarded with the strictest
confidence. The Service provider shall refrain from issuing publications with any relation to the
Assignment, the programme and/or related activities, unless he/she has received Cordaid’s
written consent.

7.3 In case of data collection the use of data and/or information during the Assignment should be in
such a way that it is not harmful to the respondent. The respondent stays anonymous and data
cannot be traced back to individuals unless explicitly stated otherwise during data collection.

Article 8 - Penalty

Should the Service provider break the rule of confidentiality or issue an unauthorized publication,
he/she will be liable to pay a fine of € 15.000, - and face a claim for full compensation of damages.

Notwithstanding the above, any information that is already public knowledge or for which has been
disclosed in advance by Cordaid or the same has given consent to disclose, shall not be considered a
breach of confidentiality.

Article 9 - Cordaid Code of Conduct, Code of Conduct against Sexual Abuse, Conflict of Interest
policy, Anti – corruption policy

9.1 The Project will be carried out according to the enclosed Cordaid Code of Conduct (Annex 6)
and Code of Conduct against Sexual Abuse (Annex 7). The project will further be carried out in
accordance with the enclosed Conflict of Interest Policy (Annex 2). By signing this Agreement
the Service provider declares that he/she has received and studied all mentioned annexes,
accepts them and will act upon accordingly.

9.2. Cordaid applies an anti-corruption policy. In the event that there is a suspicion of corruption, this
policy shall enter into force immediately, and any financial transfers shall be stopped without
delay. In the event that acts of corruption or misuse are revealed, the Agreement shall be
terminated with immediate effect and the already paid fees and other costs shall be reclaimed.

Article 10 - Governing law

10. This Agreement is subject to and in accordance with Kenyan law. Any dispute between the
parties shall aim to be resolved using the arbitration process as governed by the Arbitration Act

Initials Cordaid: ……………… Initials Service provider: …………..

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 of 1995. Notwithstanding this, either party shall have the right to submit to the exclusive
jurisdiction of the civil court in Kenya”.

Article 11 - Final provisions

11.1 If, due to unforeseen circumstances (closure of office due to natural disasters i.e. war and civil
strife) this Agreement needs extension, Cordaid will provide, after mutual agreement, a new
agreement and terms of reference.

11.2 If, due to unforeseen circumstances (natural disasters i.e. war and civil strife) Cordaid considers
that this Agreement cannot be carried out, both parties shall have the right to terminate this
Agreement at any time. All expenses made according to the conditions of this Agreement until
date of termination will then be reimbursed. Cordaid will have no obligation for further
compensation.

Agreed and signed in duplicate on ……………………. in Nairobi Kenya:

………………………………………………………..…
…………………………………………………………... .
Cordaid AccessKenya Group (‘The Service provider’)
Esther Kodhek Richard Hechle

Country Director Managing Director

Witnessed and signed by:

......................................................................... ..........................................................................
Director/Advocate

Initials Cordaid: ……………… Initials Service provider: …………..

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Annexes to the Agreement:
1. Budget
2. Conflict of Interest Policy
3. Cordaid General Terms and Conditions for consultancy contracts
4. ‘Safety First’ Manual
5. Terms of Reference
6. Cordaid Code of Conduct
7. Code of Conduct against Sexual Abuse
8. Copy Of valid ID card
9. Copy of PIN certificate

Annex 1

5%
Gross fees + Net
Fees withholding 16% VAT
VAT payment
tax
29,900.00 1,495.00 4,784.00 34,684.00 33,189.00

This payment figure includes the following services;

Description Units Unit cost Total (KShs)

Server 1 5,000 5,000

Desktop Computers 2 1,200 2,400
Laptops 2 1,500 3,000
Printers 1 2,500 2,500
Router 1 1,500 1,500
Linksys Access Point 1 500 500
100 GB offsite backup 1 15,000 15,000
Sub-total 29,900.00
VAT 4,784.00
Total (Monthly) 34,684.00

Initials Cordaid: ……………… Initials Service provider: …………..

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