CONFIDENTIAL

STATEMENT OF WORK
AND
SERVICE AGREEMENT
Agreement Date:{{ today }}
Project Name:{{ project_title }}
Contract Number:{{ contract_id }}

1. Parties

This Statement of Work and Service Agreement (the "Agreement") is entered into as of {{ today }} (the "Effective Date") by and between:

SERVICE PROVIDER:

Company Name:BridgeStack Co Ltd
Address:970/24 Soi Lassale, Bang Na, Bangkok, 10260
Contact Person:Nayana Hettiarachchi
Email:ceo@bridgestack.systems
Phone:+66 902627851

CLIENT:

Company Name:{{ client_company }}
Contact Person:{{ client_name }}
Email:{{ client_email }}

2. Project Overview

The Service Provider agrees to perform the services described herein for the Client. This Agreement defines the scope, deliverables, timeline, compensation, and terms governing the engagement.

2.1 Project Description

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2.2 Project Objectives

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3. Scope of Work

3.1 In-Scope Services

The Service Provider shall deliver the following services and deliverables:

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Phase {{ milestone.phase }}: {{ milestone.name }}

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3.2 Out of Scope

The following items are expressly excluded from this Agreement unless separately agreed upon in writing:

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3.3 Change Requests

Any modifications to the scope of work described herein shall require a written Change Request signed by both parties. Change Requests may affect the project timeline and total cost. The Service Provider shall provide a revised estimate within five (5) business days of receiving a Change Request. No additional work shall commence until the Change Request has been approved in writing by the Client.

4. Project Timeline

4.1 Milestones

The project shall be executed according to the following milestone schedule:

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Phase Milestone Duration Start Date End Date
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4.2 Project Duration

The estimated project duration is {{ total_days }} days, commencing on {{ start_date }} with an anticipated completion date of {{ end_date }}. Timelines are estimates and may be adjusted through mutual written agreement.

4.3 Delays

Should the Client fail to provide required materials, feedback, approvals, or access within the agreed timeframes, the project timeline shall be extended by a period equal to the delay. The Service Provider shall notify the Client in writing of any anticipated delays.

5. Compensation and Payment Terms

5.1 Total Project Cost

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Phase Duration Amount ({{ currency }})
{{ item.phase }} {{ item.days }} days ${{ "{:,.2f}".format(item.bridgestack_cost) }}
TOTAL {{ total_days }} days ${{ "{:,.2f}".format(total_cost) }}

5.2 Payment Terms

All invoices are due within 15 days of receipt. Late payments shall incur interest at a rate of 1.5% per month on the outstanding balance. All payments shall be made in {{ currency }} via bank transfer or Wise.

5.3 Expenses

Any additional expenses not included in the project cost (such as third-party software licenses, hosting fees, stock assets, or travel) must be pre-approved in writing by the Client. Approved expenses shall be invoiced separately with supporting documentation.

6. Intellectual Property Rights

6.1 Ownership

Upon receipt of full and final payment, all intellectual property rights in the deliverables created specifically for this project shall be assigned to and become the exclusive property of the Client. This includes all source code, designs, documentation, and other materials produced under this Agreement.

6.2 Pre-Existing IP

Any pre-existing intellectual property, tools, frameworks, libraries, or methodologies owned by the Service Provider prior to this engagement shall remain the property of the Service Provider. Where such pre-existing IP is incorporated into the deliverables, the Service Provider grants the Client a non-exclusive, perpetual, royalty-free license to use such IP solely as part of the delivered project.

6.3 Third-Party Components

The Service Provider shall identify any third-party components (including open-source software) used in the deliverables and ensure that appropriate licenses are obtained.

7. Confidentiality

Both parties agree to maintain the confidentiality of all proprietary or sensitive information disclosed during the course of this engagement. This obligation shall survive the termination of this Agreement for a period of two (2) years.

8. Warranties and Representations

8.1 Service Provider Warranties

The Service Provider warrants that:

  1. All work shall be performed in a professional and workmanlike manner consistent with industry standards.
  2. The deliverables shall substantially conform to the specifications set forth in this Agreement.
  3. The deliverables shall not infringe upon the intellectual property rights of any third party.
  4. The Service Provider has the authority and capacity to enter into this Agreement.

8.2 Warranty Period

The Service Provider shall provide a warranty period of 30 days following final delivery, during which any defects or bugs shall be remedied at no additional cost, provided such defects are not caused by modifications made by the Client or third parties.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT.

The Service Provider's total aggregate liability under this Agreement shall not exceed the total amount paid or payable by the Client under this Agreement.

10. Termination

10.1 Termination for Convenience

Either party may terminate this Agreement for any reason by providing 14 days written notice to the other party.

10.2 Termination for Cause

Either party may terminate this Agreement immediately upon written notice if the other party materially breaches any provision and fails to cure such breach within fifteen (15) days of receiving written notice.

10.3 Effect of Termination

Upon termination, the Client shall pay the Service Provider for all work satisfactorily completed up to the date of termination. The Service Provider shall deliver all completed and in-progress work within ten (10) business days of termination.

11. Indemnification

Each party agrees to indemnify, defend, and hold harmless the other party from and against any claims, damages, losses, liabilities, costs, and expenses arising out of a material breach of this Agreement, negligent or willful misconduct, or violation of any applicable law.

12. Dispute Resolution

In the event of any dispute, the parties shall first attempt to resolve it through good faith negotiation for thirty (30) days. If unresolved, the parties agree to submit to binding arbitration. This Agreement shall be governed by the laws of Thailand.

13. General Provisions

Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior negotiations and agreements.

Amendments. No amendment shall be valid unless made in writing and signed by both parties.

Severability. If any provision is held invalid, the remaining provisions shall remain in full force.

Independent Contractor. The Service Provider is an independent contractor.

Force Majeure. Neither party shall be liable for delays due to causes beyond reasonable control.

Notices. All notices shall be in writing and delivered by email with confirmed receipt to the addresses in Section 1.

14. Execution

IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date.

SERVICE PROVIDER

Signature

Signature

Nayana Hettiarachchi

Printed Name

CEO

Title

{{ today }}

Date

CLIENT

Signature

Printed Name

Title

Date