SERVICE PROVISION CONTRACT FOR ACCOUNTING SERVICES

This Agreement is executed on the (date) between Emmanuel & Associates, KMA
Center, Mara Road (hereinafter referred to as "the Service Provider") and (CLIENT)
(hereinafter referred to as "the Client").

AGREED TERMS
1. SERVICES
In accordance with and subject to the provisions of this Agreement, Emmanuel &
Associates shall provide the Client with the following “Services”:
a) Invoicing, receipting and banking daily cash collections.
b) Computing and remitting statutory deductions
c) Maintaining petty cash records
d) Maintaining accounts receivables and payables
e) Payroll management
f) Bank and mpesa reconciliations
g) Proper filling and storage of accounting documents.
h) Budget formulation and implementation
i) Preparing, daily, weekly and monthly reports.
j) Maintaining fixed asset register
k) Any other duties as and when assigned

The Service Provider agrees to provide accounting services in a professional manner, and
to act in the Client’s best interests at all times.

2. COMMENCEMENT & DURATION

This accounting contract shall begin on Contract start date and end on Contract end date.
No accounting services shall be provided past this contract’s expiration unless a formal
contract extension is agreed to by both parties.

3. COMPENSATION & PAYMENT

The Client agrees to pay the Service Provider a fee of Ksh. 35000 per month. This
amount will be payable within 30 days after receipt of invoice from the Service
Provider.

All out-of-pocket expenses such as transport for errands incurred by the Service
Provider, as part of this assignment, would be borne by the Client. Such out of pocket
expenses will be incurred by the Service Provider only after specific approval from the
Client.

4. INDEPENDENT CONTRACTOR
Service Provider shall be considered an independent contractor at all times. No article or
amendment to this agreement shall be taken to imply or create a partnership, joint venture,
or employer/employee relationship between the Service Provider and Client. Service
Provider shall not have any authority to commit or enter into agreements on behalf of the
Client, and shall make no representations or statements as such.
Service Provider shall retain the full right to control and decide the manner in which the
accounting services described in this contract are carried out and provided. Service
Provider’s employees shall not be eligible for any benefit programs offered by the Client to
its employees.

Service Provider shall be solely liable for payment of any taxes stemming from Provider’s
performance of the accounting services listed in this contract and subsequent amendments
or purchase orders without limitation.

Client shall not be responsible for withholding taxes from invoices paid to the Provider.
Provider agrees to indemnify and hold the Client harmless from any claims or liabilities
resulting from
Provider’s failure to pay appropriate taxes.

5. AUDIT
Provider shall maintain complete records of all business conducted related to this
accounting contract (“Provider Records”). Provider Records shall be available for full
inspection and audit by Client and government entities for the period of time required by
law.

6. CONFIDENTIALITY
Thus, both Client and Provider agree to treat such information as confidential, and to
refrain from disclosing it to any outside entity without prior written approval

Both Client and Provider reserve the right to identify any information as confidential by
delivering written notice to one another at any time.

This obligation to protect confidential information shall extend for a period of 5 years
following the receipt of such information.

7. INTELLECTUAL PROPERTY RIGHTS

Any creations stemming from the accounting services performed under the scope of this
contract shall be the sole intellectual property of the Client without exception.

Provider hereby grants full intellectual property rights to any creations or inventions
stemming from the performance of services associated with this contract, and agrees to
assist Client in protecting those rights.

8. REPRESENTATIONS & WARRANTIES

Provider agrees to perform accounting services in accordance with ethics standards set
forth by the International Financial Reporting Standards (IFRS).

All analysis, records, reports, and filings shall be performed in compliance with state, local,
and federal law.

9. SAFETY
Provider agrees to take reasonable measures to ensure workplace safety at all times.
In the event that Provider’s employees are injured while working at Client locations, Client
is hereby authorized to provide first aid to Provider’s employees, and arrange ambulance
transport to a medical facility if necessary.

Provider shall indemnify and hold the Client harmless against any expenses, damages, or
other liabilities arising from accidents or medical emergencies associated with Provider
carrying out approved accounting services under the terms of this contract.

10. PUBLICITY

Provider shall make no public statements on behalf of the Client at any time without prior
written approval by the Client.

11. TERMINATION

This accounting contract may be terminated at any time by either the Provider or Client in
the event that either party fails to act or perform in accordance with the full terms of this
contract.

In the event that either party wishes to cancel this contract, they may do so by providing 30
days’ written notice via email or certified mail.

The Provider or Client may elect to cancel this contract in the event that either party files
bankruptcy, enters into liquidation, or is acquired by another entity.

In the event that this accounting contract is cancelled, Client agrees to make full payment to
Provider for any services rendered prior to cancellation.

Signed by EMMANUEL OMONDI ) …………………………………………….

For and on behalf of )
EMMANUEL & ASSOCIATES )
In the presence of ) …………………………………………….

Signed by (CLIENT) ) …………………………………………….

For and on behalf of )
(CLIENT) )
In the presence of ) …………………………………………….