Commercial Contract

SECURITY SERVICES CONTRACT

Small and Medium Enterprises Development Authority

Ministry of Industries & Production
Government of Pakistan
www.smeda.org.pk
HEAD OFFICE
4th Floor, Building No. 3, Aiwan-e-Iqbal Complex, Egerton Road,
Lahore
Tel: (92 42) 111 111 456, Fax: (92 42) 36304926-7
helpdesk@smeda.org.pk

REGIONAL OFFICE REGIONAL OFFICE REGIONAL OFFICE REGIONAL OFFICE

PUNJAB SINDH KPK BALOCHISTAN

3rd Floor, Building No. 3, 5TH Floor, Bahria Ground Floor Bungalow No. 15-A
Aiwan-e-Iqbal Complex, Complex II, M.T. Khan Road, State Life Building Chaman Housing Scheme
Egerton Road Lahore, Karachi. The Mall, Peshawar. Airport Road, Quetta.
Tel: (042) 111-111-456 Tel: (021) 111-111-456 Tel: (091) 9213046-47 Tel: (081) 831623, 831702
Fax: (042) 36304926-7 Fax: (021) 5610572 Fax: (091) 286908 Fax: (081) 831922
helpdesk.punjab@smeda.org.pk helpdesk-khi@smeda.org.pk helpdesk-pew@smeda.org.pk helpdesk-qta@smeda.org.pk

January 2013
Security Services Contract
Pro-Gole (Right to do Business)
Legal Services, B&SDS

LEGAL SERVICES, SMEDA

The Legal Services (LS) department is a part of Business & Sector Development
Services Division of the Small Medium Enterprises Development Authority and plays
a key role in providing an overall facilitation and support to the small businesses. The
LS believes that information dissemination among the small businesses on the
existing legal & regulatory environment and business to business and business to
client contracting is of paramount importance and plays a pivotal role in their
sustainable development.

In order to facilitate small businesses, the LS, under the Pro-GOLE (Right to do
business) project, a joint SMEDA-UNDP initiative for supporting the small businesses,
has developed user-friendly contract templates.

Pro-GOLE, (Right to do Business)

The UNDP has partnered with the Small and Medium Enterprises Development
Authority to initiate and execute the Pillar 4 (Right to do business) component of the
UNDP PRO-GOLE project which seeks to enhance the legal awareness and mobility of
marginalized/ informal businesses. Under the project legal services outreach shall be
extended to small businesses including home based enterprises, small shopkeepers,
growers, women entrepreneurs, hawking vendors etc. In addition, small business
shall be mobilized to access legal services.

The Need for Commercial Contracts Templates

In an increasingly complex and competitive industry, it is vital that suppliers and
purchasers are fully protected against legal and commercial risks. To counter such
risks, a viable solution; available as- of the shelf commercial contract templates- will
provide the users with first class ready to use support. With obligations properly set
out and liabilities accurately defined, the users will be in a far better position to look
after their rights and interests and move forward from their marginalized positions to
being active players of the economy. The Legal Service Providers can equally take
benefit of these templates for their professional and business development.

Disclaimer
The information contained in this template is meant to facilitate the businesses in
documenting transactions with reference to service matters. However, SMEDA, UNDP
or any of their employees or representatives accept no responsibility and
expressively disclaim any and all liabilities for any and all losses/shortfalls caused by
or motivated by recommendations from the information contained within this
document. Although SMEDA’s ambition is to provide accurate and reliable
information; yet, the document is not an alternative to expert legal advice and
should ideally be used in conjunction with the same. Any person using this document
and or benefiting from the information contained herein shall do so at his/her own
risk and costs and be deemed to have accepted this disclaimer.
All information contained in this document may be freely used provided that relevant
acknowledgement is accurately quoted with each usage.

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Security Services Contract
Pro-Gole (Right to do Business)
Legal Services, B&SDS

B1. SECURITY SERVICES CONTRACT

THIS SECURITY SERVICES CONTRACT (hereinafter referred to as the

“Agreement”) is made at [insert place] on this ____ (insert date) day of __________
(insert month), 2012,
BY AND BETWEEN:
M/s [insert Name], a public/private company incorporated under the Companies
Ordinance, 1984, having its registered office at [insert Address] through its [insert
Designation], Mr/Mrs/Ms [insert Name];
OR
M/s [insert Name], a partnership concern of Mr/Mrs/Ms [insert Name] and Mr/Mrs/Ms
[insert Name], having its place of business at [insert Address] through its Partner,
Mr/Mrs/Ms [insert Name];
OR
M/s [insert Name], a sole proprietorship concern of Mr/Mrs/Ms [insert Name], having
its place of business at [insert Address] through Mr/Mrs/Ms [insert Name];

(hereinafter referred to as the “Business”, which expression shall, wherever the

context so provides, include its assigns, nominees, agents and successors-in-
interest).
AND
Mr/Mrs/Ms [insert Name], son/wife/daughter of [insert Name], r/o [insert Address]
CNIC # [insert Number];
OR
M/s [insert Name], a public/private company incorporated under the Companies
Ordinance, 1984, having its registered office at [insert Address] through its [insert
Designation], Mr/Mrs/Ms [insert Name];
OR
M/s [insert Name], a partnership concern of Mr/Mrs/Ms [insert Name] and Mr/Mrs/Ms
[insert Name], having its place of business at [insert Address] through its Partner,
Mr/Mrs/Ms [insert Name];
OR
M/s [insert Name], a sole proprietorship concern of Mr/Mrs/Ms [insert Name], having
its place of business at [insert Address] through Mr/Mrs/Ms [insert Name];

(hereinafter referred to as the “Service Provider”, which expression shall, wherever

the context so provides, include its heirs, assigns, nominees, agents and successors-
in-interest).

(The Business and the Service Provider are hereinafter collectively referred to as the
“Parties” and individually as the “Party”.)

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Security Services Contract
Pro-Gole (Right to do Business)
Legal Services, B&SDS

WHEREAS the Business wishes to hire security services, including the provision of
armed security guards and supervisors, as detailed in Schedule A hereto (hereinafter
referred to as the “Services”) from an experienced and professional security service
company for the safety and protection of its employees and property at the Business’
premises i.e. [insert complete address] (hereinafter referred to as the “Premises”).

AND WHEREAS the Service Provider has represented to the Business that it is
engaged in providing the Services at the premises of its clients by training and
appointing its security guards and supervisor(s), and possesses adequate skill,
experience and expertise in respect of the Services.

AND WHEREAS in reliance on the aforementioned representations of the Service

Provider, the Business has agreed to accept the Services from the Service Provider
on certain terms and conditions, which the Parties are desirous of reducing into
writing.

NOW, THEREFORE, in consideration of mutual representations, it is hereby agreed

by and between the Parties as follows:

1. APPOINTMENT

(1) The Business hereby appoints the Service Provider for the non-exclusive
provision of the Services, which appointment the Service Provider accepts hereto,
subject to the terms and conditions contained herein.

(2) The Business reserves the right to accept Services from any other Party without
the prior consent of the Service Provider.

2. TERM

(1) This Agreement shall remain intact for a period of [insert number] months
commencing from [insert date] to [insert date] (hereinafter referred to as the
“Term”). During the Term, the Services shall be provided at the Premises of the
Business without any interruption.

(2) On the expiry of the Term, this Agreement shall be renewable/extendable for a
further period, and upon such terms and conditions as mutually agreed upon
between the Parties.

3. TERMINATION

(1) Either Party may terminate this Agreement subject to a written notice to the
other Party at least [insert number] days before the date of termination proposed
by the Party. In case of termination of this Agreement by mutual consent, both

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Security Services Contract
Pro-Gole (Right to do Business)
Legal Services, B&SDS

Parties will be required to send each other their accounts. After rendition of
accounts, the Parties are bound to pay each other all dues within a period of 7
days.

(2) In the event that the Service Provider shall have failed to fulfill its obligations
under this Agreement for more than [insert number] days after the due date, the
Business may terminate this Agreement and shall be entitled to recover all losses
resulting thereof from the Service Provider.

4. TERMS OF PAYMENT

(1) An amount of Rs. _______/- (Rupees __________________) (insert amount)

per month per armed guard, Rs. _______/- (Rupees
_________________________) (insert amount) per armed shift Supervisor and
Rs. ________/- (Rupees ______________________) (insert amount) for the
over all In charge in lump-sum shall be payable on a monthly basis after
submission of a bill/invoice by the Service Provider to the Business (if required)
and the same will be paid within [insert number] days from the date of receipt of
the bill.

(2) A security deposit, equal to three-month service charges i.e. Rs. _________/-
(Rupees ___________________) (insert amount) shall be paid in advance by
the Business at the time of signing of this Agreement and the same will be
refundable/adjustable at the termination of the Agreement.

(3) If the payment of service charges, indicated in sub-Clause (1) above, is delayed
more than [insert number] days by the Business, a written warning will be
issued by or on behalf of the Service Provider to the Business demanding the
payment of the dues. If the Business does not respond to the warning within
[number] days, [insert number]% penalty will be imposed and recoverable from
the Business.

5. CONFIDENTIALITY

(1) All information obtained by the Service Provider in the provision of the Services
under this Agreement shall remain confidential and shall not be divulged by the
Service Provider to any third party either during the term of this Agreement or
thereafter.
(2) The Service Provider shall ensure that its employees and supervisors shall
preserve the confidential nature of such information.

6. SERVICE PROVIDER’S DUTIES, WARRANTIES AND REPRESENTATIONS

(1) The Service Provider hereby acknowledges that the function of the guards is to
prevent outsiders or persons lacking proper identification from entering the

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Security Services Contract
Pro-Gole (Right to do Business)
Legal Services, B&SDS

premises of the Business. During each shift the supervisor(s), in addition to their
other duties, will pay surprise visits to monitor the performance and efficiency of
the guards.
(2) The services of armed guards will form two shifts, consisting of [insert number]
hours per shift in twenty-four (24) hours, and shall be provided as specified at
the Premises of duty as required by the Business.
(3) The shifts are to be arranged by the Service Provider in a reasonable manner so
as to provide adequate cover for any guards on leave or other absentees .
(4) All the essential equipment for security duties, such as 44 Bore Semi Automatic
Riffle, 12 Bore Pump action Gun for a guard, 30 Bore Semi Automatic Pistol with
sufficient ammunition, service card, torch, uniform, weapons/arms are to be
provided by the Service Provider. The ammunition cost of the guards will be
borne by the Service Provider. The Business will not provide their own weapons
to the Service Provider’s guards.
(5) The Service Provider hereby further warrants and represents that it shall
(a) supply the Services using reasonable skill and care;
(b) comply with all applicable laws relating to the supply of the Services;
(c) provide the Services and carry out all work related thereto in a safe,
workmanlike and professional manner in accordance with all applicable laws,
rules and regulations as well as the best industry practice;
(d) be solely responsible for the performance of the Services and for the
adequacy, inspection and maintenance of the resources utilized;
(e) in relation to the Services at all times carry out the planning and scheduling
necessary to facilitate the timely and efficient provision of the Services; and
(f) bear all expenses associated with the personnel employed under this
Agreement including all wages, salaries, taxes, benefits and allowances.

7. BUSINESS’ RESPONSIBILITIES

(1) The Business shall not utilize the guards provided by the Service Provider for any
illegal purposes, including qabza, or personal enmity.
(2) The Business will not ask the guards to perform the duties of a house servant.
(3) The Business shall not shift guards provided for a specified jurisdiction to any
other place.
(4) The Business will provide accommodation with the necessary facilities to the
guards.
(5) The Business will not provide any loans to the guards. If provided, the Service
Provider will not be held responsible for any recovery from guards in this regard.

8. WAGES

(1) Since the Service Provider is the employer of persons providing Services specified
in the Agreement, the Service Provider shall pay wages to such persons, control
and supervise the work done by them, instruct them as to the manner in which
the work has to be done by them and shall take such disciplinary action against
them as may be warranted.

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Security Services Contract
Pro-Gole (Right to do Business)
Legal Services, B&SDS

(2) The Business shall not interfere with the right of the Service Provider to hire and
fire its employees or in the selection or non-selection of any persons as its
employees.

9. REMEDIAL ACTION AGAINST EMPLOYEES

If in the opinion of the Business, the presence, action or omission of any employee of
the Service Provider is prejudicial to its interests, the Business shall inform the
Service Provider whereupon the Service Provider shall take immediate remedial
action against such employee to the possible satisfaction of the Business, and
replace such employee if reasonably required.
10.TAXES

The Service Provider shall be responsible for payment of all taxes/contributions

required to be paid by it under relevant laws and Labor Laws of the country, such as
Employees’ Old Age Benefit Institution, Social Security, Education Cess and payment
under the Minimum Wages Ordinance, 1936.
11.ASSIGNMENT

The Parties hereby agree that either Party is allowed to assign the rights created
hereunder with a written notice to the other Party. However, the obligations created
hereunder cannot be assigned by either Party without prior written consent of the
other Party. Any unauthorized assignment or attempt to assign the obligations will
render the other Party the right to terminate this Agreement.
12.INSURANCE

The Parties shall effect and maintain during the period of this Agreement a policy or
policies of relevant types of insurance to cover liabilities for personal injury (including
injury and loss of life) and for property damage for all claims arising out of willful or
negligent acts or omissions of their employees. The Parties shall furnish each other
with certificates issued by or on behalf of the insurance company evidencing such
coverage.
13.INDEMNIFICATION

(1) The Service Provider shall indemnify, hold harmless and defend the Business and
its officers, employees and representatives from and against any claim, demand,
cause of action, loss, expense or liability (including but not limited to the cost of
litigation) arising by reason of:

(a) Non-compliance with Laws

Claims by governmental authorities or others of any actual or asserted failure

of the Service Provider to comply with any law, regulation, rule or order of
any governmental or judicial body; and

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Security Services Contract
Pro-Gole (Right to do Business)
Legal Services, B&SDS

(b) Injury to Employees and Damage to Property of the Business

Injury to or death of persons employed by or damage to or loss or destruction

of property of the Business its agents, guests or suppliers, irrespective of any
contributory negligence, whether active or passive, of the Party to be
indemnified, unless such injury, death, damage, loss or destruction was
caused by the sole negligence or willful misconduct of the Party which would
otherwise be indemnified.

(c) Other Injury and Property Damage

The Service Provider hereby agrees to indemnify the Business for personal
injury and/or property damage of third parties arising out of the Service
Provider's negligence during the provision of the Services.
14.FORCE MAJEURE

(1) Force Majeure shall mean any event that is beyond the reasonable control of a
Party, or the effects of which adversely affect the performance by such Party of
its obligations under this Agreement, including, but not limited to, acts of God,
sabotage, insurrection, terrorism, riots, hostilities or war (whether declared or
not), acts of the public enemy, civil disturbances, any kind of fire, explosion,
flood or accidental damage, epidemics, landslides, washouts, lightening, storms,
earthquakes, lockouts, blockades, shortage of labor or material, major equipment
failure, or other causes beyond the control of the Party affected.

(2) Notwithstanding anything contained hereinabove, neither Party shall be liable to

the other if it is unable to perform any of its obligations under this Agreement
due to the occurrence of Force Majeure.

(3) The Party affected by the Force Majeure event shall be entitled to suspend
performance of its obligations under the Agreement to the extent that such
performance is impeded or made impossible by the events of Force Majeure.

(4) Each Party shall give a notice within [insert number] days of the occurrence of
the event of Force Majeure and shall promptly thereafter consult the other Party
for the purpose of finding a mutually acceptable solution to the Force Majeure
event.

15.CHANGE IN REQUIREMENTS

A change in requirements of the Business in respect of the Services shall be

communicated to the Service Provider via the Business’s authorized representative
[insert number] days in advance and the Service Provider shall mobilize the required
personnel within [insert number] days.

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 Security Services Contract
Pro-Gole (Right to do Business)
Legal Services, B&SDS

16.GOVERNING LAW & JURISDICTION

(1) This Agreement shall be interpreted in accordance with the laws of Pakistan.

(2) This Agreement is made at [insert place] and the Courts at [insert place] shall
have sole and exclusive jurisdiction for any dispute arising out of this Agreement.

17.DISPUTE RESOLUTION

Any dispute, controversy or claim arising out of or relating to this Agreement or the
breach, termination or invalidity thereof, shall be settled by arbitration in accordance
with the Pakistan Arbitration Act, 1940, subject to the exclusive jurisdiction of the
Courts of [insert place].

18.ENTIRE AGREEMENT

This Agreement embodies the entire understanding between the Parties hereto on
this subject and there are no commitments, terms, conditions, obligations, oral or
written, express or implied, other than those contained therein.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement at the
place and on the date mentioned hereinabove.

_________________________ ___________________
for and on behalf of for and on behalf of
the Business the Service Provider

Witnesses:

1. ___________________________ 2. ____________________________

Name: _______________________ Name: ________________________

Address:______________________ Address:_______________________

_____________________________ ______________________________

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Security Services Contract
Pro-Gole (Right to do Business)
Legal Services, B&SDS

SCHEDULE A

SCOPE OF SERVICES

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