CONTRACT FOR THE PROVISION OF VIDEOGRAPHY, PHOTOGRAPHY, AUDIO

RECORDING, AUDIO PRODUCTION STAGE SETUP, LIGHTING SERVICES

BETWEEN

WORSHIP VOICE BAND (U) LTD

AND

ULTIMATE GOSPEL TV – SMC LIMITED

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A Christ Centered ministry nurturing a generation of musically skilled individuals to alter
the narrative of gospel music with a united front/ voice.
This contract is made on 17th Feb 2023 between Worship Voice Band (U) Ltd, P.O Box 200469,
Nakawa, Kampala – Uganda (hereafter called “the offeror”) and Ultimate Gospel TV – SMC Limited
(hereafter called “the offeree”)
1. Law governing contract
This contract, its meaning and interpretation, and the relation of the parties shall be governed by the laws
of Uganda.
2. Relationship between the Parties
Nothing contained herein shall be constructed as establishing a relation of master and servant or of agent
and principal as between the offeror and the offeree.
3. Duration of Assignment
The whole agreement period is until all services are delivered but not later than 31 st July 2023 from
the date of signing of this contract.
4. Services
The Offeree shall perform his/her duties in accordance with the terms of reference/
deliverables and subsequent further definitions of the Terms of reference provided that,
by doing so, the offeror does not change the nature, scope or purpose of the services. The
service are:
 Posters/Artwork
 Adverts (6 in Number)
 Interviews (Voiceovers)
 Videography & Photography
 Production
 Audio Production
 Stage Setup
 Lighting

5. Obligations of the Offeree

The Offeree shall perform the services and carry out his obligations hereunder (as specified in the Terms
of reference and this contract) with all due diligence, efficiency, and economy. The Offeree shall always
act, in respect of any matter relating to this contract of services, as a faithful advisor to the offeror, and
shall always support and safeguard the offeror’s legitimate interests in any dealings with third parties. the
offeree /advisor shall only use the name of “Ultimate Gospel TV – SMC Limited” and /or its logo, and
other trademarks owned by Ultimate Gospel TV – SMC Limited, for those activities authorized, in
writing, in advance, by one of the Directors of Ultimate Gospel TV – SMC Limited
6. Information /modification

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A Christ Centered ministry nurturing a generation of musically skilled individuals to alter
the narrative of gospel music with a united front/ voice.
Each party shall promptly inform the other party of any event or situation which may necessitate an
agreement between the parties on a modification of terms and conditions in the scope, character or
execution of services or in other aspects of the contract. Modification of the terms and conditions of this
contract, including any modification of scope of the service s, may only be made by written agreement
between the parties by the signatories.
7. Sub consultants /Assignment
Except with prior written approval of the client, the consultant may not assign or transfer the contract or
any part thereof. Nor may she engage any sub consultant to perform any part of the services.
8. Taxes
The offeree is responsible for the payment of all taxes arising out of payments under this contract (If any)
according to the laws of Uganda and paid to URA.
9. Reporting
The terms of Reference set forth the nature and timing of reports to be prepared in the context of these
services.
10. Suspension
The offeror may, by written notice of suspension to the offeree, suspend all payments to the offeree
hereunder if the offeree fails to perform any of their obligations under this contract, including he carrying
out of the services, provided that such notice of suspension:
I. Shall specify the nature of the failure, and
II. Shall request the consultant to remedy such failure within a period not exceeding 14 (fourteen)
days after the receipt by the consultant of such notice of suspension.

11. Prohibition of conflicting activities

The consultant shall not engage, either directly or indirectly, in any business or professional activities
which would conflict with the activities assigned under this contract.
12. Termination by the offeror
The offeror may, by not less than 30 days give written notice of termination to the offeree, such notice
being given after the occurrence of any of the events specified in paragraphs a) through b) of this clause,
terminate the contract:
a) If the offeree fails to remedy a failure in the performance of his obligations hereunder, as
specified in a notice of suspension pursuant to clause 10 here above, within 14 days of receipt of
such notice of suspension or within such further period as the client may have subsequently
approve in writing;
b) If the offeror, at their sole discretion for any other stated reason whatsoever, decides to terminate
this contract for which instance there shall be a written notice of 30 days.

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A Christ Centered ministry nurturing a generation of musically skilled individuals to alter
the narrative of gospel music with a united front/ voice.
 13. Termination by the offeree
The offeree may, by not less than 30 days give written notice to the offeror, such notice to be given after
the occurrence of any of the events specified in paragraphs a) through b) of this clause, terminate this
contract:
a) If the offeror fails to pay any money due to the offeree pursuant to this contract, and not subject
to dispute, within 14 days after receiving written notice from the consultant that such payment is
overdue.
b) If the offeror is in material breach of its obligations pursuant from this contract and has not
remedied the same within fourteen days following the receipt by the offeror of the offeree’s
notice specifying such breach.

14. Payment of fees and incidental expenses:

The offeror shall pay total costs/fees of UGX 8,500,000 (Uganda Shillings Eight Million Only) to the
offeree. This shall be paid according to the following schedule:
1. 59% (5,000,000/=) advance payment before 6th May 2023.
2. 76% (1,500,000/=) on 6th May 2023.
3. 100% (2,000,000/=) on 31st July 2023 NB: upon completion of the
assignment with an acceptable and approved report.
NB: At an event that the work is not delivered fully, the offeree is liable to pay back 85% of the
total contract amount.

15. Confidentiality
The offeree shall not at any time communicate to any unauthorized person or entity any confidential
information disclosed to him for the purpose of the services or discovered by him in the course of the
services or other confidential information relating to this contract. This includes contents of the work s/he
will be availed, videos, audios, lyrics and information of the kind disclosed in the ordinary course of
business, learned by offeree. Nor shall he make public any conclusions or recommendations formulated in
the course of or as a result of the services. On breach of this clause the contract is immediately and
automatically terminated and no further payments will be made to the consultant regardless of work
carried out prior to the date of the breach. The offeror shall equally ensure compliance to this clause with
respect to confidentiality of information about the offeree.
16. Intellectual Property
The Parties undertake to safeguard, respect, and protect all trade secrets, formulations, preparations,
trademarks patents, formulae, and all intellectual property rights conferred on each other in.
17. Amendment of contract
Both parties shall agree any amendment of this contract, or the services described in section 5
18. Notices
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A Christ Centered ministry nurturing a generation of musically skilled individuals to alter
the narrative of gospel music with a united front/ voice.
 23.1 Any notice, request or consent required or permitted to be given or made pursuant to the
contract shall be in writing.
23.2 Except as otherwise provided in this Agreement, any notice, demand, letter or
communication may be served by any party thereto by post, facsimile, or delivered by hand.
Any notice given in connection with this agreement shall be deemed duly served upon receipt
by the party to whom such notice is intended to be served. In addition, any notice sent by
ordinary or registered mail to any party at their respective registered office addresses shall be
deemed duly served five (5) business days after posting. Notices shall be addressed to the
parties at their registered office address set forth above. each party shall promptly give
notices to the other Party of any change of address or other particulars as set out above.
19. Resolution of Disputes
24.1 If any dispute arises between the parties to this contract concerning any matter which is a
subject of or arises out of any clause or the interpretation thereof, the parties shall endeavor to
settle it amicably.

24.2 In addition, where the parties fail to settle the disputes amicably, the dispute shall be referred
to arbitration in accordance with the Laws of Uganda. The parties shall mutually appoint an
arbitrator.

19.3 The arbitration shall be held as expeditiously as possible after it is presented. All parties
shall be bound by the award in the Arbitration proceedings.
20. Entire Agreement and Variations
This Agreement including the Appendices thereto forms the complete and exclusive statement of the
agreement between the parties in relation to matters contemplated herein. All previous agreements,
correspondence and understandings relating to the subject matter of this agreement are suspended by this
agreement (except that neither party excludes liability for any fraudulent pre-contractual
misrepresentations on which the other can be shown to have relied).

Signed on behalf of the Offeror Signed on the behalf of the Offeree

Signature……………………………………………………...
Signature………………………………………………………

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A Christ Centered ministry nurturing a generation of musically skilled individuals to alter
the narrative of gospel music with a united front/ voice.
Name: Name:

Title: Director Title: Offeree

Address: Address:

Date…………………………………………………
Date………………………………………………………………

Signed in the presence of;

1. Signature………………………………….. 2.
Signature………………………………………………….

Names……………………………………………………
Names……………………………………………………..

Date :………………………………………………………. Date :

…………………………………………………………….

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A Christ Centered ministry nurturing a generation of musically skilled individuals to alter
the narrative of gospel music with a united front/ voice.