Shogun Systems

Company Registration Number: NI663829

Company VAT Number: 330 1977 18

Contract of Work

Prepared for Kathryn Clark

Shogun Systems Ltd.

This Consulting Agreement (the “Agreement” or “Consulting Agreement”) states the terms and conditions
that govern the contractual agreement between Shogun Systems Ltd having its principal place of business
at 16 Mount Charles, Belfast, Northern Ireland, BT7 1NZ (the “Consultant”), and Kathryn Clark (the
“Client”) who agrees to be bound by this Agreement.

WHEREAS, the Consultant offers consulting services in the field of Software Development.

WHEREAS, the Client desires to retain the services of the Consultant to render consulting services with
regard the öogo Childcare Booking Platform project according to the terms and conditions herein.

NOW, THEREFORE, In consideration of the mutual covenants and promises made by the parties hereto, the
Consultant and the Client (individually, each a “Party” and collectively, the “Parties”) covenant and agree as
follows:

1. Term
This Agreement shall begin on 26/11/2019 and continue for 2 months.
1 Either Party may terminate this Agreement for any reason with 7 days written notice to the other Party.

2. Consulting Services 
The Consultant agrees that it shall provide its expertise to the Client for all things pertaining to the öogo
Childcare Booking Platform project according to the terms and conditions of this document and with fair
consideration to best practices at all times.
The relationship between the Client and the Consultant will be that of “independent contractor” which
means that the Consultant is not the Client’s employee, worker, agent or partner, and the Consultant will
not give the impression that they are.

3. Compensation
In consideration for the Consulting Services, the Client shall pay the Consultant at the rate of £450 per day
(7.5 hours) (excluding VAT). The Consultant shall invoice the Client at the end of each release cycle and
such invoices shall be due and payable within 30 days of the Client’s receipt of the invoice (The Schedule).
The Client will pay the Consultant the fee set out in the Schedule, together with any VAT that applies, if the
Consultant has sent an invoice in the way set out in the Schedule, together with any details of the hours or
days worked on the Services during the period covered by the invoice.

4. Intellectual Property Rights in Work Product

The Parties acknowledge and agree that the Client will hold all intellectual property rights in any work
product resulting from the Consulting Services including, but not limited to, copyright and trademark rights.
The Consultant agrees not to claim any ownership in any work products or intellectual property at any time
prior to or after the completion and delivery of products to or completion of projects for the Client.

5. Confidentiality
The Consultant shall not disclose to any third party any details regarding the Client’s business, including,
but not limited to, any information regarding any of the Client’s branding, customer information, business
plans, or price points (the Confidential Information), (ii) make copies of any Confidential Information or any
content based on the concepts contained within the Confidential Information for personal use or for
distribution unless requested to do so by the Client, or (iii) use Confidential Information other than solely for
the benefit of the Client.

6. No Modification Unless in Writing

No modification of this Agreement shall be valid unless in writing and agreed upon by both Parties.

CONTRACTOR CLIENT

First Name: Martin First Name: ________________________

Last Name: McKeaveney Last Name: ________________________

Title: Mr Title: _________________________

SIGNED: ________________________
SIGNED: ________________________

Date: ___________________________
Date: ________________________