Partnership Agreement


IT Provider ("The IT Provider")


WeTal Lab AB ("The Agent")

Address: Bondegatan 45, 11633 Stockholm, Sweden

Company Number: 559215-2465


WHEREAS, the Agent possesses expertise in marketing, sales, and business development;

WHEREAS, the IT Provider is a specialized software development firm with extensive experience in creating and delivering innovative software solutions;

WHEREAS, both parties desire to enter into a partnership to combine their respective strengths and resources to mutually benefit and achieve their shared objectives.

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties agree as follows:



The Agent and the IT Provider agree to collaborate on marketing, promoting, and selling the IT Provider software development services (the "Services") to potential clients and customers.


The IT Provider is responsible for presenting their worked hours through an invoice or a mutually agreed-upon method to the Agent before the 30th of each month. The Agent, in turn, will invoice the Customer on the 30th of each month. The Agent shall add their success fee on top of the IT Providers original fee when invoicing the end Customer. Payment is due within 14 days from the invoice date. Following the Customer's payment, the Agent assumes the responsibility of transmitting the IT Provider's payment within the subsequent 14 days.

The parties agree that no payments will be made to any country or entity that is actively supporting the Russian invasion of Ukraine. This includes payments to the governments of Russia, Belarus, and any other country providing support to Russia's war effort.


During the term of this Agreement and for a period of 12 months after its termination, the IT Provider shall not directly engage or contract with any customer or client obtained through the Agent's marketing, promotion, or sales efforts.

Neither party shall engage or hire contractors, subcontractors, or other third parties for projects related to this Agreement without obtaining prior written consent of that contractor.

The IT Provider and the Agent acknowledge that each of their expertise and efforts play a significant role in acquiring new customers and candidates. Therefore, they agree not to bypass each other and directly engage with or accept projects from these customers or candidates.


The IT Provider will be working directly with the customer. The Agent's responsibility is limited to facilitating communication and invoicing on behalf of the IT Provider. The IT Provider acknowledges and agrees that The Agent shall not be held liable or accountable in any way for any non-payment issues arising from customers or clients engaging the IT Provider's Services.

4.1 Insurance:

The IT Provider is responsible for maintaining their insurance coverage. This coverage encompasses professional liability insurance, general liability insurance, and any other insurance mandated by the laws and regulations of the jurisdiction in which the IT Provider operates.

4.2 Tax:

The IT Provider acknowledges and assumes sole responsibility for adhering to all relevant tax laws, regulations, and obligations in the jurisdiction of their freelance company. In the event of any failure to meet tax obligations, the IT Provider shall indemnify and hold harmless the Customer and the Agent from any resulting claims, losses, or liabilities.

4.3 Liability:

The IT Provider bears liability for any direct damages arising from the breach of this Agreement or the services rendered under it. Such liability is limited to the total amount paid by the Customer to the IT Provider pursuant to this Agreement.

The Agent shall not be accountable for disputes, delays, or issues arising from the services provided by the IT Provider. In essence, the Agent is not responsible for any challenges that may arise in the services provided by the IT Provider to the Customer.


The Agent and the IT Provider are independent contractors and shall not be considered joint venturers, or employees of each other. This Agreement does not create any agency, or employment relationship between the parties.


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

If either party commits a material breach of this Agreement and fails to remedy such breach within 30 days of receiving written notice of the breach, the non-breaching party may terminate this Agreement with immediate effect.

In the event that the IT Provider decides to terminate the Agent while an ongoing project or engagement with a customer is in progress, the IT Provider shall be responsible for continuing to pay the Agent their agreed-upon compensation until the project or engagement with said customer is completed. Failure to fulfill this obligation shall result in the IT Provider's termination of the Agent also leading to the termination of its relationship with the respective customer associated with the ongoing project or engagement.


For each candidate the Agent introduces to the Customer, the IT Provider shall offer the Customer a trial period of 7 days (5 working days) to evaluate the candidate. If the Customer provides notice of dissatisfaction within the trial period dates the Customer may either:

a) Choose to exchange the candidate for an alternative candidate proposed by the IT Provider, and the trial period for the new candidate shall begin immediately. In such a case, the Customer shall not be liable to make any payment of the previous candidate.

b) Terminate this Agreement without any obligation to make payment for the trial period or any other costs associated with the termination.

In the event that the Customer is satisfied the Agreement shall continue, and the Customer shall be liable for payment of the IT Provider's Services as per the terms of this Agreement.


This Agreement will be governed and interpreted by the laws of the jurisdiction of Sweden, without regard to its conflicts of law provisions. The parties hereby irrevocably and unconditionally agree to the sole and exclusive jurisdiction of the Swedish courts.


Neither party shall be liable for any delay or failure to perform its obligations under this Agreement if such delay or failure is caused by a Force Majeure event. A Force Majeure event includes but is not limited to acts of God, war, civil unrest, strikes, labor disputes, fires, floods, earthquakes, or any other event beyond the reasonable control of the affected party. In the event of a Force Majeure event, the affected party shall promptly notify the other party and make reasonable efforts to mitigate the impact of such event on its performance.