1. Fees and Payments:

a. OPEN.MODE™ fees are outlined in the proposal's 3-phased approach. The rates are reflective of the work carried out by OPEN.MODE™ teams, both on-site and off-site.

b. Invoices will be issued at the commencement of each phase, and payable within 30 days of invoice date.

2. Deliverables and Key Performance Indicators (KPIs):

a. The Key Performance Indicators (KPIs) specified in the proposal are closely tied to the deliverables phase described in this proposal.

b. The success and completion of each phase are contingent upon the achievement of the specified KPIs.

3. Expenses:

a. OPEN.MODE™ ordinary business expenses associated with the delivery of services are included in the proposal.

b. Extra expenses, such as travel expenses, materials, and activities outside the scope of this proposal, will be invoiced separately.

4. Invoicing and Payment Terms:

a. Invoices will be sent to the client by OPEN.MODE™ at the start of each project phase, with payment due within 30 days from the date of the invoice.

b. Late payments may incur additional fees or interest, as specified by OPEN.MODE™.

5. Scope of Work:

a. The scope of work is detailed in the proposal, and any changes or modifications must be agreed upon in writing by both parties.

b. Work outside the agreed-upon scope may result in additional charges, subject to mutual agreement.

6. Termination:

a. Either party may terminate the agreement with written notice if the other party breaches any material term or condition of the agreement.

b. Upon termination, the client is responsible for paying any outstanding fees for work completed up to the termination date.

7. Confidentiality:

a. Both parties agree to maintain the confidentiality of any proprietary or confidential information exchanged during the course of the project.

b. This obligation extends beyond the termination of the agreement.

8. Governing Law:

This agreement shall be governed by and construed in accordance with the laws of England and Wales, Northern Ireland, and Scotland. Any disputes arising under or in connection with this agreement shall be subject to the exclusive jurisdiction of the courts of England and Wales, Northern Ireland, and Scotland.

9. Changes to Terms:

OPEN.MODE™ reserves the right to update or modify these terms and conditions at any time. Clients will be notified of any changes, and continued use of the services implies acceptance of the updated terms.

10. Contact Information:

For any inquiries regarding these terms and conditions, please contact OPEN.MODE™ at 140 Fairbridge Road, London N19 3HU. United Kingdom.

By engaging in services with OPEN.MODE™, the client agrees to adhere to these terms and conditions.