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STATEMENT OF TERMS OF EMPLOYMENT FOR NEW EMPLOYEES

HDDA LTD

1 Parties

1.1 HDDA Ltd (company number 07607743) whose registered office is situated at Gate House, No.1 St Johns Square,
London EC1M 4DH (“the Company”).

1.2 NAME of ADDRESS 1 ADDRESS 2 TOWN POSTCODE


This Contract of Employment dated date (“Contract”) sets out the terms and conditions of your employment with
the Company. This Contract supersedes all previous arrangements or agreements, whether oral or in writing,
between you and the Company in relation to the matters dealt with in it and complies with the requirements of the
Employment Rights Act 1996 (the “ERA”).

2 Date of Commencement and Probationary Period


2.1 Your employment with the Company commences on date (“the Commencement Date”).
2.2 No previous employment counts as part of your period of continuous employment with the Company.
2.3 Your employment is subject to a probationary period of 3 months. Towards the end of your probationary period
there will be a formal interview conducted by at least one director of the Company. If your probationary period is
to be extended, you will be advised at this time. Satisfactory completion of the probationary period will be
confirmed in writing. During your probationary period your employment may be terminated by one week’s notice
in writing from the Company. If you wish to terminate your employment during your probationary period, you
must give the Company one week’s notice in writing.

3 Job Title
You are employed as JOB TITLE The use of this job title does not indicate any limitation on your duties or job
function.

4 Duties and Responsibilities


4.1 During your employment you shall at all times:
(a) promote the interests and further the business of the Company and not do or prevent there being done
anything which may be prejudicial or detrimental to the business of the Company;
(b) act with due diligence, propriety and regard to the good name and standing of the Company;
(c) devote all your available working hours, skill, attention, abilities and talents to the performance of your
duties;
(d) carry out such duties as may reasonably be required of you;
(e) comply with all applicable rules and regulations from time to time laid down by the Company; and
(f) comply with the provisions of the Appendix, Copyright and Inventions.
4.2 The Company reserves the right upon reasonable notice to alter or vary your job function or duties in accordance
with your capabilities.

5 Place of Work
YOUR NORMAL PLACE OF WORK IS GATE HOUSE, NO.1 ST JOHNS SQUARE, LONDON EC1M 4DH.
However, you may be required to work at any other place designated by the Company within the UK, as the
Company may from time to time require. You may also be required to travel to any location within the United
Kingdom on the Company's business and upon reasonable notice, overseas.

6 Salary
6.1 Your basic salary £00,000.00 per annum, and, subject to the deduction of income tax and National Insurance, this
will be paid monthly in arrears on not later than the first working day of each calendar month.

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6.2 Increases are not awarded automatically and the Company is not required to give reasons for any decisions relating
to salary review.
6.3 You authorise the Company to deduct from any remuneration accrued and due to you or from any pay in lieu of
notice, any overpayment of salary, expenses or payments made by mistake or through any misrepresentation or any
debts or other sums which require to be authorised under Section 13 of the ERA.

7 Travel and Expenses


If you are required to travel or incur expenses on the business of the Company, these will be reimbursed to you on
production of satisfactory vouchers and receipts and completion of the Company’s expense claims forms. Details
relating to the need for prior approval for such expenditure are set out in the Company’s Handbook.

8 Hours of Work
8.1 Your normal working hours will be 9.30 am to 6 pm on weekdays with one hour for lunch daily. It is to be
expected that, from time to time, you may be required to work such additional hours as are necessary to fulfil your
duties without further remuneration and this should be regarded as a normal circumstance of professional work.
8.2 You agree that this may involve your working over the 48 hours per week limit set out in the Working Time
Regulations 1998 (“the Regulations”). If you no longer agree to work more than the 48 hours per week limit set out
in the Regulations, you must provide the Company with 3 months’ prior written notice.
8.3 All time worked should be entered in the computerised diary system. This diary must be filled out regularly and
accurately for the purpose of job running.

9 Holidays
9.1 You will be entitled to 20 days’ holiday plus statutory bank holidays in each complete calendar year of service.
Additionally, the Company closes its office between Christmas and New Year and you will not be expected to
attend work in this period nor will any working day in this period be deducted from your holiday entitlement. The
holiday year runs from 1 January to 31 December each year. Holiday should not be taken during your probationary
period unless exceptional circumstances exist. Where you have worked less than a complete holiday year your
holiday entitlement will be pro rated.
9.2 Holidays must be taken at a time authorised by a director; one month’s notice is required for all holidays exceeding
two weeks and at least one week’s notice must be given for shorter holidays. You agree that the holiday notice
provisions contained in the Regulations shall not apply to you.
9.3 On termination of your employment, any holiday entitlement which has accrued at that date will normally be paid
less any holiday entitlement already taken. Holidays will accrue at the rate of 1 2/3 days per month for these
purposes. Payment for each accrued day is calculated as 1/260ths of your annual salary. A sum in respect of any
days' holiday taken in excess of entitlement as at the date of termination will be deducted from your final salary
(which you hereby authorise) and any excess will be recoverable from you direct.
9.4 A maximum of five days’ holiday may be carried over from one holiday year to the next and payment will be made
in respect of any remaining accrued outstanding holiday at the end of the holiday year on the basis set out in Clause
9.2 above.

10 Sickness and Absences


10.1 Should you find that you are unable to report to work due to sickness, injury, or unavoidable delay/absence, you
should notify the Office Manager by telephone by 9.30 am on the first day of absence and inform her of the reason
for absence and your expected date of return. If you are unable to return to the office by the expected day, you must
notify the Office Manager to keep her informed of your progress and give an estimate of your expected absence.
10.2 You are required to complete and submit a self-certification form in respect of any sickness absence. If you are sick
for 7 or more consecutive days (including weekends) you are required to submit a doctor's certificate as evidence of
your incapacity.
10.3 Provided you have complied with the Company’s notification and certification procedures and general terms
relating to sickness absence you will be entitled to receive Statutory Sick Pay (“SSP”) from the Company in
accordance with its statutory obligations for any period of incapacity for work exceeding 3 days. The first 3 days of
sickness absence are “waiting days” in respect of which no SSP is payable. At the Company’s absolute discretion,
it may elect to pay up to 10 days’ sick pay in excess of SSP in any aggregate or continuous period of 12 months.

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11 Disciplinary and Grievance Procedure
11.1 You should refer to the Company Handbook for a copy of the Company’s non-contractual disciplinary rules
applicable to you.
11.2 You should refer to the Company Handbook for a copy of the Company’s non-contractual grievance procedure.

12 Confidential Information
12.1 You shall not either during your employment (other than in the proper course of your duties and for the benefit of
the Company) or after your employment has ended for any reason whatsoever:
(a) use, disclose or communicate to any person any Confidential Information which you shall have come to
know or have received or obtained at any time (before or after the date of this Contract) by reason of or
in connection with your employment with the Company; or
(b) copy or reproduce in any form or by or on any media or device or allow others access to or to copy or
reproduce recorded information whether or not in documentary form ("Documents") containing or
referring to Confidential Information.
12.2 All Documents containing or referring to Confidential Information at any time in your control or possession are and
shall at all times remain the absolute property of the Company and you undertake, both during your employment
and afterwards:
(a) to exercise due care and diligence to avoid any unauthorised publication, disclosure or use of
Confidential Information and any Documents containing or referring to it;
(b) to deliver up any Confidential Information (including all copies of all Documents whether or not lawfully
made or obtained) or to delete Confidential Information from any re-usable medium; and
(c) to do such things and sign such documents at the expense of the Company as shall be reasonably
necessary to give effect to this clause and/or to provide evidence that it has been complied with.

12.3 The restrictions in Clause 12.1:


(a) will not restrict you from disclosing (but only to the proper recipient) any Confidential Information
which you are required to disclose by law or any order of the court provided that you shall unless
required by law have given prior written notice to the Company of the requirement and of the
information to be disclosed and allowed the Company an opportunity to comment on the requirement
before making the disclosure; and
(b) will not apply to Confidential Information which is or which comes into the public domain otherwise
than as a result of an unauthorised disclosure by you or any other person who owes the Company an
obligation of confidentiality in relation to the information disclosed.
12.4 You agree that the restrictions set out in this Clause 12 are without prejudice to any other duties of confidentiality
owed to the Company whether express or implied and are to survive the termination of your employment.
12.5 For the purposes of Clause 12 Confidential Information includes any information which may be imparted in
confidence or be of a confidential nature relating to the business or prospective business or internal affairs of the
Company and/or its clients and in particular all information relating to the marketing or sales or any products or
services of the Company (including lists of customers' names, addresses and contacts, sales targets and statistics,
market share and pricing statistics, marketing surveys, research and reports, current and future promotions,
photographic material, project images, drawings, figurative plans, service and product information, contractual
arrangements with customers and advertising and promotional material), know-how, trade secrets, unpublished
information relating to the intellectual property of the Company or any other commercial, financial or technical
information relating to the business of the Company or to any member or person interested in the share capital of
the Company.
12.6 Nothing contained in this Contract shall restrict your rights in making a protected disclosure under the ERA. If you
have a particular grievance, concern, disclosure or information of a particularly sensitive nature or you have
reasonable grounds to believe that the Company has committed a crime, a miscarriage of justice or a breach of
health and safety or environmental legislation you should raise this in the first instance with a director of the
Company.

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13 Unauthorised publications and communications

You shall not, without the prior approval of a director of the Company concerning the Company’s activities, your
employment or information you have become privy to by virtue of your employment:

(a) submit any articles for publication; or

(b) communicate in any way with members of the press.

14 Other Employment
14.1 During your employment you shall not either on your own behalf or on behalf of any person, firm or company:
(a) solicit or endeavour to entice away from the Company an actual employee, or discourage from being
employed by the Company any person who, to your knowledge, is an employee or a prospective
employee of the Company; or
(b) employ or procure another person to employ any such person; or
(c) engage in any other activity during or outside your working hours with the Company which is of such a
nature as to conflict with the commercial interests of the Company or in any way affects your ability to
perform your duties under this Agreement.
14.2 The restrictions set out in this Clause 14 are without prejudice to any other fiduciary duties owed to the Company
whether express or implied.

15 Restrictions After Employment


15.1 You undertake that you shall not, directly or indirectly, for a period of 6 months from the Termination Date, either
on your own behalf or on behalf of any person, firm or company in relation to the business activities of the
Company in which you have been engaged or involved directly or indirectly:
(a) solicit, approach or offer goods or services to or entice away from the Company any person, firm or
company who was a client or customer of the Company during the Period with whom you have been
actively engaged or involved by virtue of your employment at any time during the Period; or
(b) deal with or accept custom from any person, firm or company who was a client or customer of the
Company during the Period with whom you have been actively engaged or involved by virtue of your
employment at any time during the Period; or
(c) solicit, approach or offer goods or services to or entice away from the Company, any person, firm or
company who was a supplier, agent or distributor of the Company during the Period with whom you
have been actively engaged or involved by virtue of your duties during the Period;
PROVIDED THAT nothing contained in these clauses (a), (b) and (c) shall prohibit you from carrying out any
activities which are not in competition with any part of the business of the Company with which you were involved
in the period of the Period.
15.2 You agree and undertake that you shall not for a period of 6 months from the Termination Date either on your own
behalf or on behalf of any person, firm or company in relation to the activities of the Company in which you have
been employed or involved directly or indirectly approach, solicit, endeavour to entice away, employ, offer
employment, procure the employment of, engage, offer employment to or procure the engagement of any person
who was or is a senior employee of the Company (being an employee who has access to Confidential Information
and earns over £25,000 (or an equivalent salary) during the Period) and with whom you had dealings during the
Period whether or not such person would commit any breach of his/her contract of employment or engagement by
reason of so leaving the service of the Company.
15.3 You agree and undertake that you shall not, at any time after the Termination Date, either on your own behalf or on
behalf of any other person, firm or company directly or indirectly:
(a) interfere or seek to interfere with the continuance, or any of the terms, of the supply of goods or services
to the Company or any Group Company; and
(b) represent yourself or himself/herself as being in any way connected with or interested in the activities of
the Company.

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15.4 The period of the restrictions in Clauses 15.1, 15.2(a), 15.2(b), 15.2(c) and 15.3 shall be reduced by the period, if
any, spent by you during which you are precluded from attending the Company’s premises, from contacting clients,
customers, suppliers or agents of the Company and are not in receipt of Confidential Information in accordance with
clause 14.6(a).
15.5 You agree that the restrictions in Clauses 15.1, 15.2(a), 15.2(b), 15.2(c) 15.3 and 15.4 are separate and distinct, are
to be construed separately, and are reasonable as regards duration, extent and application for the protection of the
legitimate business interests of the Company. However, in the event that either restriction shall be found to be void
or unenforceable but would be valid or enforceable if some part or parts of them were deleted or the period or area
of application reduced, you agree that the restrictions shall apply with such modification(s) as may be necessary to
make them valid and effective.

16 Notice of Termination
16.1 Your employment will continue, unless terminated earlier under Clause 16.2, until terminated by you giving to the
Company not less than one month’s (four weeks) notice in writing to expire at any time or by the Company giving
to you not less than one month’s (four weeks) notice, subject always to the provisions of the ERA.
16.2 The Company may at any time terminate your employment with immediate effect, without a payment in lieu of
notice, (or by such longer period of notice as the Company shall see fit) by giving you written notice if you:
(a) are guilty of dishonesty or misconduct or incompetence or of wilful failure to comply with instructions
reasonably given by the Company or any other Group Company pursuant to your employment;
(b) are unable through sickness or injury for a continuous period of 90 days or for an aggregate period of 90
days in the preceding 12 months to carry out your duties;
(c) become bankrupt or apply for a receiving order or have a receiving order made against you or make any
composition with creditors or commit any act whereby you shall become subject to the provisions of the
bankruptcy laws;
(d) suffer from a mental disorder or become of unsound mind or become a Patient as defined in either
Section 112 or Section 145 of the Mental Health Act 1983 or are admitted to a hospital in pursuance of
an application made under Part II of the Mental Health Act 1983.
16.3 The Company if it has reason to suspect that any one or more of the events set out in Clause 15.2 has or may have
occurred, may suspend you from work pending any investigation(s) as the Company thinks fit. The Company shall
continue to pay you your fixed salary and benefits during that period.
16.4 You shall retire on the day on which you attain the Company's normal retirement age, currently 65.
16.5 Upon termination of your employment for whatever reason, you must immediately return to the Company any
Documents, credit cards, keys, computers, cars or any other item in your possession belonging to or relating to the
business of the Company and any other Group Company and/or your employment.
16.6 The Company shall not be obliged to provide you with work at any time after notice shall have been given by either
you or the Company and the Company may, in its discretion, take any one or more of the following steps in respect
of all or part of an unexpired period of notice:
(a) require you to comply with such conditions as it may specify in relation to attending at, or remaining
away from, the place of business of the Company, assign you to other duties or withdraw any powers
vested in you; and/or
(b) pay your fixed salary entitlement in lieu of all or part of the unexpired period of notice (subject to
deductions at source of income tax and applicable national insurance).

17 Data Protection
In order to keep and maintain accurate records relating to your employment, it will be necessary for the Company to
record, keep and process personal data (including sensitive personal data) relating to you. By signing this Contract,
you undertake and agree to the recording, processing, use, disclosure and transfer by the Company of personal data
relating to you. This does not affect your rights to request copies of the personal data of which you are the data
subject, information about how that data is processed and the parties to whom any of the information may be
disclosed under the Data Protection Act 1998. For the purposes of these acts, the Company has nominated the
Office Manager as its representatives.

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18 Alterations to the Terms and Conditions of your Employment
The Company reserves the right to amend or vary the terms and conditions of your employment. Written notice
will be given to you of any such changes. Acceptance of changes of terms and conditions so made will be assumed
unless you notify the Company in writing of your objection within one calendar month of notification of any
change.

19 Health and Safety


You are required to comply with the Company health and safety rules. If you are involved in any accident in the
course of your employment, however minor, you must report this to the Office Manager as soon as possible.

20 Collective Agreements
There are no collective agreements affecting your terms and conditions of employment.

21 Work outside the United Kingdom


You will not be required to work outside the United Kingdom for any period longer than one month without prior
agreement.

22 Company's Rules and Procedures


In addition to these terms and conditions you will be required to abide by any rules and procedures notified to you
by the Company and to carry out any instructions and directions given to you by the directors of the Company.

23 Security
You consent to the Company checking, recording and reviewing telephone calls, computer files, records and e-mails
and any other compliance, security or risk analysis checks the Company considers reasonably necessary.

24 Governing Law
This Contract shall be interpreted and construed in accordance with the laws of England and shall be governed by
the jurisdiction of the English Courts.
25 Third Parties
Except as otherwise stated, nothing in this Contract of Employment or in this Contract confers any rights on any
person (other than the parties to this Contract) pursuant to the Contract (Rights of Third Parties) Act 1999.
26 Personal Integrity
No member of the office is permitted to consume alcohol during office hours or at lunch time without the written
approval of a director. No director or senior architect shall likewise consume alcohol unless it is in the process of
entertainment or job generating. No director will consume alcohol if the client or job lead is not drinking. It is
permissible to consume alcohol at the company’s social event.
27 Company Bonus
The company will publish the financial figures of the company at the end of each financial year. This will indicate
the profitability of the business. 10% of the post tax profits will be split amongst the employees. The amount
payable to each will be a direct proportion of the released sum based on each employee’s individual points, which
will then be pro-rata against the collective points of the entire office. Points are calculated as being a multiplication
of each employee’s salary, expressed in thousands, multiplied with the length of their service expressed in months.

This Contract is executed as a deed by the parties hereto and is delivered on the date first above written.

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EXECUTED AS A DEED BY )
HDDA LTD )

Director

Director

EXECUTED AS A DEED AND )


DELIVERED BY NAME )

IN THE PRESENCE OF: )


Name of witness:
Address:
Occupation:

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Appendix
Copyright and Inventions
1 In this Appendix "Intellectual Property" shall mean patents, trade marks and service marks, rights in inventions,
designs, rights, registered designs, trade names and copyrights (whether or not any of these is registered and
including applications for registration of any such thing) and all forms of protection of a similar nature which may
subsist anywhere in the world.
2 You acknowledge, having regard to the nature of the business of the Company and other Group Companies and the
nature of your expertise, that:
(a) the normal duties of your employment with the Company may include the making of inventions;
(b) inventions may reasonably be expected to result from the carrying out by you of such duties; and
(c) due to the nature of your duties and the particular responsibilities arising from the nature of your duties,
you have a special obligation to further the interests of the Company's undertaking.
3 You shall disclose to the Company any invention made or discovered or produced by you in the course of your
employment (whether or not during office hours or using office stationery and equipment) in connection with or in
any way affecting or relating to or capable of being used or adapted for use in the business of the Company or any
other Group Company.
4 You shall do all things and execute all documents that may be necessary to enable the Company or its nominee to
obtain the benefit of every invention made by you in the course of your duties and to secure patent or other
appropriate protection for it.
5 Without prejudice to the provisions of paragraph 2 of this Appendix, you shall disclose to the Company full details
of any Intellectual Property or copyright work made or created by you during the continuance of your employment
(whether or not during office hours or using office stationery and equipment) and you hereby assign to the
Company, by way of assignment of future copyright or other Intellectual Property rights, all rights of copyright or
other Intellectual Property rights throughout the world in that copyright work or Intellectual Property.
6 You shall, before working, assigning or granting rights in relation to any invention or copyright work or other
Intellectual Property rights to which the Company is not entitled under this Contract and/or at law, allow the
Company or any Group Company nominated by it a reasonable opportunity to evaluate the same and you shall not
dispose of any rights to any third party unless you shall first have given written notice to the Company with full,
complete and bona fide details of the price and terms offered by the third party and offering the Company, or any
Group Company, an opportunity to purchase the rights concerned at the same price and on the same terms within 28
days of the date of the notice.

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