Service Agreements & Legal Documents

Service Agreement
This Service Agreement ("Agreement") is made and entered into as of May 8, 2025 by and between:
  • Service Provider: Decode and Grow (Daria Gavrilova). Registered Address: 13 Branwen Close, Cardiff, CF5 4NE. Email: info@decodengrow.com
  • Client: , a company/person located at ("Client").
1. Scope of Services
1.1 The Service Provider agrees to provide the following services ("Services") to the Client:
  • Process review and optimisation.
  • Automation setup and integration.
  • Documentation and training (if applicable).
1.2 Deliverables and timelines are outlined in the attached Scope of Work (SOW) - ______
1.3 Any additional work outside the agreed scope may incur additional fees.
Revisions and Scope Creep:
  • Three (3) revisions of the project stages are included. If further revisions are required or beyond, and exceed three (3) rounds, the project will revert to Stage 1 and require reassessment.
Total Fixed Cost: ______
2. Confidentiality & Data Protection
2.1 The Service Provider agrees to keep all Client data, systems, and processes confidential and shall not disclose any proprietary information to third parties without the Client's written consent.
2.2 The Client agrees to provide necessary access to data and systems for project execution but remains responsible for data security within their own infrastructure.
2.3 The Service Provider shall implement reasonable security measures to protect Client data but shall not be liable for any external breaches beyond its control.
3. Intellectual Property Rights
3.1 The Client retains full ownership of all deliverables, automation workflows, documentation, and any custom solutions developed under this Agreement.
3.2 The Service Provider retains the right to reference anonymised project learnings for internal improvement and/or marketing but shall not resell the Client's proprietary solutions.
4. Service Level Agreement (SLA)
4.1 Response Time: Service Provider will respond to inquiries within 24 hours.
4.2 Resolution Time: Critical issues will be addressed within 12 hours unless otherwise agreed.
4.3 Availability: Services will be available during Monday-Friday 13 pm to 10 pm (London time, UTC+01:00) unless prior arrangements are made.
5. Client Responsibilities
5.1 The Client is responsible for ensuring data quality, system readiness, and providing necessary resources (including manpower) to improve data accuracy if needed. The Service Provider is not responsible for data cleansing or restructuring outside of agreed automation processes.
5.2 The Client must provide timely feedback, approvals, and access to necessary systems to prevent project delays.
6. Payment Terms
6.1 Fixed rate of ______
6.2 Payment Schedule:
  • 50% upfront payment before project commencement.
  • Remaining balance upon project completion.
  • Milestone-based payments for projects exceeding £7,000.
6.3 Late Payments:
  • Payments not received within 30 days of the invoice date will incur a 5% monthly late fee.
7. Liability & Indemnity
7.1 The Service Provider shall exercise due diligence in performing services but is not liable for any indirect, incidental, or consequential damages, including lost profits, business interruption, or system failures.
7.2 The Client agrees to indemnify the Service Provider against any claims resulting from the misuse or unintended consequences of implemented automation.
7.3 In any event, the Service Provider's total liability shall not exceed the amount paid under this Agreement.
8. Termination Clause
8.1 Either party may terminate this Agreement with written notice under the following conditions:
  • Non-payment after 31 calendar days without valid reasoning.
  • Breach of contract terms.
  • Project abandonment or failure to provide required input/resources for 30 consecutive calendar days.
8.2 In case of termination, any unpaid services completed will be invoiced and due within 14 days.
9. Governing Law & Dispute Resolution
9.1 This Agreement shall be governed by and construed in accordance with the laws of England and Wales.
9.2 In the event of any dispute, the parties agree to first attempt mediation. If mediation fails, the dispute will be resolved through arbitration, with both parties agreeing to be bound by the arbitrator's decision.
10. Entire Agreement
10.1 This Agreement constitutes the entire agreement between the parties and supersedes any prior agreements or understandings, whether written or oral.
10.2 Any amendments must be made in writing and signed by both parties.
SIGNED AND AGREED:
Service Provider:
Decode and Grow (Daria Gavrilova). Registered Address: 13 Branwen Close, Cardiff, CF5 4NE. Email: info@decodengrow.com
Signature:
Date:
Client:
Signature:
Date:

Access and Data Agreement
This Access Agreement (the "Agreement") is made on May 8, 2025 by and between:
  1. Service Provider: Decode and Grow (Daria Gavrilova) ("Service Provider") Registered Address: 13 Branwen Close, Cardiff, CF5 4NE Email: info@decodengrow.com
  1. Client: ______ ("Client") Registered Address: Email: Key Decision Maker for the project
Purpose of Agreement: This Agreement outlines the terms and conditions for the Service Provider's access to the Client's systems, data, and platforms to provide process review, streamlining, and automation services.
1. Scope of Access:
1.1 The Client grants the Service Provider access to the following systems and data:
  • CRM Platform(s):
  • Google Sheets/Documents:
  • Other Systems:
1.2 Access is granted solely for the purposes of reviewing, streamlining, and automating business processes as outlined in the Proposal dated May 8, 2025.
1.3 The Service Provider will not access or modify any systems or data beyond the agreed scope.
2. Responsibilities of the Service Provider:
2.1 Maintain the confidentiality of all Client data accessed.
2.2 Only use the access granted for purposes related to this Agreement.
2.3 Notify the Client immediately of any potential breaches or unauthorised access discovered.
2.4 Return or delete all data upon project completion, as agreed.
2.5 Comply with the attached Data Processing Agreement (DPA) if personal data is processed.
3. Responsibilities of the Client:
3.1 Ensure that necessary credentials or permissions are provided to the Service Provider in timely manner.
3.2 Revoke access immediately upon project completion or as instructed by the Service Provider.
3.3 Maintain a backup of all data shared with the Service Provider.
4. Duration of Access:
4.1 Access will be granted for the duration of the project, beginning on and until the project completion, unless otherwise agreed.
4.2 The Client may revoke access at any time by providing written notice.
5. Confidentiality and Data Protection:
The Service Provider agrees to comply with the attached Non-Disclosure Agreement (NDA) and Data Processing Agreement (DPA) and all applicable data protection laws.
6. Limitation of Liability:
The Service Provider shall not be held liable for any loss or damage to Client data unless caused by the Service Provider's negligence or willful misconduct.
7. Dispute Resolution:
Any disputes arising from this Agreement shall first be attempted to be resolved through mediation. If mediation fails, the matter shall be resolved through arbitration under the laws of England and Wales.
8. Agreement and Signatures:
Service Provider:
Name: Daria Gavrilova
Signature: Date:
Client:
Name:
Signature: Date:

Non-Disclosure Agreement (NDA)
This Non-Disclosure Agreement (the "Agreement") is made on May 8, 2025 by and between:
  1. Disclosing Party: ______ ("Disclosing Party")
  1. Receiving Party: Decode and Grow (Daria Gavrilova) ("Receiving Party") Registered Address: 13 Branwen Close, Cardiff, CF5 4NE Email: info@decodengrow.com
1. Confidential Information:
Confidential Information includes, but is not limited to, business processes, client data, financial data, proprietary systems, and other sensitive information disclosed in relation to the services provided by the Receiving Party.
2. Obligations of the Receiving Party:
2.1 The Receiving Party agrees to:
  • Use the Confidential Information solely for the purpose of providing services as agreed.
  • Protect the Confidential Information with at least the same degree of care used to protect its own confidential information.
  • Not disclose Confidential Information to any third party without prior written consent.
2.2 The Receiving Party may disclose Confidential Information if required by law, provided they give the Disclosing Party prior notice and cooperate to obtain protective measures.
3. Exclusions:
Confidential Information does not include information that:
  • Is publicly available at the time of disclosure.
  • Becomes publicly available without breach of this Agreement.
  • Is independently developed by the Receiving Party.
4. Duration and Post-Termination Confidentiality:
This NDA remains in effect for a period of 5 years from the date of execution or until the Confidential Information is no longer deemed confidential by the Disclosing Party.
5. Return or Destruction of Information:
Upon completion of services or termination of this Agreement, the Receiving Party will return or destroy all Confidential Information as requested by the Disclosing Party.
6. Dispute Resolution:
Disputes shall be resolved through mediation first. If unresolved, arbitration shall be conducted under the laws of England and Wales.
Service Provider:
Name: Daria Gavrilova
Signature: Date:
Client:
Name:
Signature: Date:

Data Processing Agreement (DPA)
This Data Processing Agreement ("DPA") is made on Mar 16, 2025 by and between:
  1. Data Controller: ("Controller")
    Registered Address:
    Email:
  1. Data Processor: Decode and Grow (Daria Gavrilova) ("Processor") Registered Address: 13 Branwen Close, Cardiff, CF5 4NE Email: info@decodengrow.com
1. Purpose of Data Processing
1.1 The Processor shall process personal data solely for the purpose of providing the agreed-upon services, including process automation and optimization.
1.2 The Controller remains responsible for the lawfulness of the data processing activities.
2. Categories of Personal Data
2.1 The Processor may process the following categories of personal data:
  • Names, emails, phone numbers
  • Company details (business names, addresses, VAT numbers)
  • Client interaction records (as stored in CRM systems)
  • Other business-related data as necessary for the service
2.2 The Processor shall not process sensitive personal data (e.g., health data, financial information) unless explicitly agreed.
3. Data Subject Rights
3.1 The Controller is responsible for handling data subject requests (e.g., access, rectification, deletion). The Processor shall assist where technically feasible.
4. Security Measures
4.1 The Processor agrees to implement appropriate technical and organisational measures to ensure the security and confidentiality of personal data.
4.2 This includes:
  • Encryption of sensitive data where possible.
  • Secure storage and transmission practices.
5. Sub-Processing
5.1 The Processor may use third-party sub-processors (e.g., automation platforms such as Make.com, CRMs) for service delivery, provided the sub-processors comply with equivalent data protection obligations.
6. Data Retention & Deletion
6.1 The Processor shall retain personal data only as long as necessary for the provision of services.
6.2 Upon termination of services, personal data will either be deleted or returned as per Controller's instructions.
7. Data Breach Notification
7.1 The Processor shall notify the Controller within 24 hours of becoming aware of any personal data breach.
8. Governing Law & Dispute Resolution
8.1 This DPA is governed by the laws of England and Wales.
8.2 Disputes shall first be resolved through mediation, followed by arbitration if necessary.
9. Agreement and Signatures
Service Provider:
Name: Daria Gavrilova
Signature: Date:
Client:
Name:
Signature: Date: