Emblem Gift Ltd is a gift sourcing and consulting company.
Emblem Gift Ltd.
93 Worcester Point, London, UK, EC1V8BJ
A. The Client is of the opinion that the Consultant has the necessary qualifications, experience and abilities to provide consulting services to the Client.
B. The Consultant is agreeable to providing such consulting services to the Client on the terms and conditions set out in this Agreement.
the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the Client and the Consultant (individually the "Party" and collectively the "Parties" to this Agreement) agree as follows:
1. Emblem works with users to find the perfect gift for each special occasion in their life. Emblem will also purchase the gift on your behalf. We will also wrap the gift and ship it where it needs to go for an additional fee.
2. Emblem also works with brands as a partner to refer the users to gifts. Emblem is transparent about when the brand is an emblem partner.
3. The term of this Agreement (the "Term") will begin on the date of this Agreement and will remain in full force and effect until the completion of the Services, subject to earlier termination as provided in this Agreement. The Term may be extended with the written consent of the Parties.
4. The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect. Emblem is not responsible for any damages or issues with the gift occurring during the shipping process. Emblem is also not responsible for delays in shipping.
5. Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in GBP (British Sterling) or USD (US Dollars).
6. Emblem charges the user £20 or $20 per gift, with discounts available on packages. This includes sourcing and purchasing the gift on your behalf. NOTE: This does not include the gift or the shipping.
7. The shipping will be calculated at checkout and in line with the retailers shipping policy plus an additional shipping require for Emblem to wrap the gift.
11. Confidential information (the "Confidential Information") refers to any data or information relating to the business of the Client which would reasonably be considered to be proprietary to the Client including, but not limited to, accounting records, business processes, and client records and that is not generally known in the industry of the Client and where the release of that Confidential Information could reasonably be expected to cause harm to the Client.
12. The Consultant agrees that they will not disclose, divulge, reveal, report or use, for any purpose, any Confidential Information which the Consultant has obtained, except as authorized by the Client or as required by law. The obligations of confidentiality will apply during the Term and will survive indefinitely upon termination of this Agreement.
13. All written and oral information and material disclosed or provided by the Client to the Consultant under this Agreement is Confidential Information regardless of whether it was provided before or after the date of this Agreement or how it was provided to the Consultant.
14. All intellectual property and related material (the "Intellectual Property") that is developed or produced under this Agreement, will be the property of the Consultant. The Client is granted a non-exclusive limited-use license of this Intellectual Property.
15. Title, copyright, intellectual property rights and distribution rights of the Intellectual Property remain exclusively with the Consultant.
16. Upon the expiration or termination of this Agreement, the Consultant will return to the Client any property, documentation, records, or Confidential Information which is the property of the Client.
17. The user is subject to the return and exchange terms of the business that Emblem purchased the gift from on the user’s behalf. Emblem does not accept returns or exchanges of gifts at this time.
18. In providing the Services under this Agreement it is expressly agreed that the Consultant is acting as an independent contractor and not as an employee. The Consultant and the Client acknowledge that this Agreement does not create a partnership or joint venture between them and is exclusively a contract for service. The Client is not required to pay, or make any contributions to, any social security, local, state or federal tax, unemployment compensation, workers' compensation, insurance premium, profit-sharing, pension or any other employee benefit for the Consultant during the Term. The Consultant is responsible for paying, and complying with reporting requirements for, all local, state and federal taxes related to payments made to the Consultant under this Agreement.
19. All notices, requests, demands or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the Parties at the following addresses:
a. Emblem Gift Ltd, 93 Worcester Point, London, United Kingdom, EC1V8BJ
or to such other address as either Party may from time to time notify the other, and will be deemed to be properly delivered (a) immediately upon being served personally, (b) two days after being deposited with the postal service if served by registered mail, or (c) the following day after being deposited with an overnight courier.
20. Except to the extent paid in settlement from any applicable insurance policies, and to the extent permitted by applicable law, each Party agrees to indemnify and hold harmless the other Party, and its respective directors, shareholders, affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from or arise out of any act or omission of the indemnifying party, its respective directors, shareholders, affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with this Agreement. This indemnification will survive the termination of this Agreement.
21. Any amendment or modification of this Agreement or additional obligation assumed by either Party in connection with this Agreement will only be binding if evidenced in writing signed by each Party or an authorized representative of each Party.
22. Time is of the essence in this Agreement. No extension or variation of this Agreement will operate as a waiver of this provision.
23. The Consultant will not voluntarily, or by operation of law, assign or otherwise transfer its obligations under this Agreement without the prior written consent of the Client.
24. It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement.
25. This Agreement will inure to the benefit of and be binding on the Parties and their respective heirs, executors, administrators and permitted successors and assigns.
26. Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement.
27. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.
28. This Agreement will be governed by and construed in accordance with the laws of the United Kingdom.
29. In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement.
30. The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or other provisions.