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MASTER SERVICES & TALENT GOVERNANCE

Terms of Service & Master Agreement

Standard terms governing dedicated talent placement, Employer of Record (EOR) administration, customer care delivery pods, intellectual property assignments, and service level commitments.

Last Revised: January 1, 2026
Version: v4.1 (Enterprise MSA)
Jurisdiction: Delaware (US) / London (UK) / Kampala (UG)
Key Commercial Takeaway: NileBridge provides enterprise workforce sourcing and BPO management. We serve as the sole legal Employer of Record (EOR) in East Africa—handling all statutory benefits, tax withholding, and labor compliance—while you retain full directional management and 100% ownership of all work product.
Clause 01

1. Agreement & Contracting Parties

These Terms of Service ("Agreement") constitute a legally binding contract between the entity or individual purchasing services ("Client", "you", or "your") and NileBridge Global Services Ltd (along with its authorized subsidiaries NileBridge UK Ltd and NileBridge Inc., collectively "NileBridge").

By signing a Statement of Work (SOW), submitting an online talent requisition, or authorizing payment for talent pods, you agree to be bound by these terms.

Clause 02

2. Dedicated Talent Pods & EOR Administration

NileBridge sources, vets, and contractually engages professionals ("Placement Talent") stationed at our secure delivery hubs in Kampala, Uganda, or approved remote home stations:

Employer of Record Status: NileBridge is the sole legal employer. We manage statutory compliance under the Uganda Employment Act 2006, including PAYE tax withholding, National Social Security Fund (NSSF 10%+5%) contributions, health insurance, and paid leave.
14-Day Fit Guarantee: If any placed talent does not meet performance expectations during the initial 14 calendar days, NileBridge will provide a replacement candidate at zero onboarding surcharge.
Clause 03

3. Service Level Agreements (SLAs) & Uptime

For dedicated call center and payment processing pods, NileBridge guarantees:

  • Facility & Power Redundancy: Dual Tier-3 generator failover and secondary unmetered fiber lines guaranteeing 99.8% operational uptime.
  • Shift Adherence: Dedicated shift supervisors monitor roster check-ins with ≥ 98.5% scheduled attendance targets.
  • Ramp-Up SLA: Pre-screened candidates deployed within 10 to 14 business days from executed job specification.
Clause 04

4. Client Responsibilities

To maintain workflow velocity, the Client agrees to:

  • Provide appropriate software licenses, CRM seat accesses, and virtual desktop tokens necessary for task execution.
  • Conduct standard process training and workflow documentation for the dedicated pod.
  • Designate a primary Operational Manager for sprint coordination and quality feedback.
Clause 05

5. Fees, Invoicing & Currencies

Fees are defined in the active Statement of Work (SOW). Unless explicitly noted:

Billing Cycle & Terms: Invoices are issued monthly in advance with Net-15 payment terms from the date of issuance.
Supported Currencies: Clients may remit payments via domestic ACH, Wire, or SEPA in USD ($), GBP (£), or EUR (€).
Clause 06

6. 100% Intellectual Property Assignment

Complete Work Product Ownership: All code, documentation, reports, call scripts, tickets, and creative deliverables created by Placement Talent under this Agreement ("Work Product") shall instantly and irrevocably become the exclusive intellectual property of the Client.

All NileBridge staff sign comprehensive Proprietary Information and Inventions Agreements (PIIA) prior to commencing any client engagement.

Clause 07

7. Strict Confidentiality & Non-Disclosure

Each party agrees to hold all proprietary trade secrets, customer databases, technical architectures, and financial disclosures in strict confidence. Confidentiality covenants survive termination of this Agreement for a minimum of five (5) years.

Clause 08

8. Non-Solicitation Covenants

During the term of this Agreement and for twelve (12) months following termination, the Client shall not directly solicit, hire, or engage any NileBridge personnel assigned to their account outside of NileBridge's managed framework without prior written consent and payment of standard placement conversion fees.

Clause 09

9. Limitation of Liability & Indemnity

Except for breaches of confidentiality or gross negligence, neither party's aggregate liability under this Agreement shall exceed the total fees paid by the Client in the preceding twelve (12) months.

Clause 10

10. Term & Termination Protocol

Standard engagements operate on month-to-month or quarterly commitments. Either party may terminate an active Statement of Work without cause upon thirty (30) days' written notice to the other party.

Clause 11

11. Governing Law & International Arbitration

For North American clients, this Agreement is governed by the laws of the State of Delaware. For European & UK clients, this Agreement is governed by the laws of England and Wales. Disputes shall be resolved through final, binding arbitration under the LCIA or AAA rules.

Formal Legal Notices: legal@nilebridge.com
Global Headquarters: Plot 14 Lumumba Avenue, Nakasero Business District, Kampala, Uganda