Freelance service agreement no 9999765.

This Agreement ("Agreement") is entered into and takes effect as of December 7, 2021
("Effective Date") between:

Client:

Full Name: VISEPOINT LIMITED

Address: 5B, Office 2, Room 2, Spinola Residence,Spinola Road, St. Julians, Malta

Email: [email protected]

(hereinafter referred to as "Client")

Provider:

Full Name: Anastasiia Serebryannikova

Address: Turgenevska Street, 52-58, Kyiv, Ukraine

Phone: +380 68465465

Email: [email protected]

Banking Details:

Account Name: Anastasiia Serebryannikova

IBAN: PL61 1090 1014 0000 0712 1981 2874

Swift/Bic: WBKPPLPPXXX

(hereinafter referred to as "Provider")

The Client and Provider may collectively be referred to as the "Parties" or individually as a
"Party."

Services for the Development of an Educational Course:

Services: Pursuant to the terms of this Agreement, the Provider shall provide the following
services to the Client (hereinafter referred to as the "Services"), including the review,
improvement, and design development of educational courses. Additionally, the Provider may
perform other duties and tasks or make changes to the Services as agreed upon by the Parties.

Compensation: The compensation for the Provider's provision of Services is determined by the
Client and specified in the "Compensation" section of this Agreement, including amounts,
payment terms, and other significant financial details. Payment will be made at a rate of 20
euros per hour.

Expenses: All expenses related to the provision of Services by the Provider shall be solely
borne and paid by the Provider. This includes expenses incurred during the course of service
delivery.

Term and Termination: This Agreement commences on the Effective Date and concludes in
accordance with the termination date specified in the Agreement. Upon expiration of the term,
the Provider undertakes to promptly return all Client-owned property used in the provision of
Services, including but not limited to computers, mobile phones, keys, reports, and other
equipment and documents. The Provider shall compensate the Client for any lost or damaged
Client property at market value.

Independent Contractor Status: The Parties acknowledge and agree that the Provider is an
independent contractor and is not an employee of the Client. The Provider has no authority to
enter into agreements on behalf of the Client and shall not represent otherwise. The Provider is
not entitled to benefits provided by the Client, including but not limited to medical, dental,
retirement, or other programs. The Client is not obligated to provide workers' compensation
insurance, unemployment benefits, social security taxes, or similar obligations for the Provider.

Confidentiality: The Provider may have access to the Client's confidential and proprietary
information (hereinafter referred to as "Confidential Information"). This includes confidential
data not publicly known and competitively sensitive, such as development plans, marketing
strategies, financial information, and more. The Provider agrees not to disclose or use
Confidential Information except as required to perform the Services or with prior written
consent from the Client.

Ownership of Work Results: All work, information, or materials created by the Provider in the
course of providing Services, including intellectual property rights, shall be the exclusive
property of the Client. The Provider assigns all rights, including copyrights, to the Client.
Insurance: During the term of this Agreement, the Provider agrees to maintain and keep in
force a valid insurance policy providing adequate coverage and limits to indemnify losses that
may arise from the Provider's or its employees' or agents' negligent actions or omissions in the
performance of Services under this Agreement.

Non-Compete: The Provider agrees not to engage directly or indirectly in the same or similar
business activities as pursued by the Client for any business competing with the Client during
the term of this Agreement and for the specified period after the termination of this
Agreement.

Non-Solicitation: The Provider agrees not to solicit the Client's employees, clients, customers,
suppliers, or vendors for the purpose of inducing them to terminate their relationships with the
Client in favor of the Provider or another business competing with the Client during the
specified period after the termination of this Agreement.

Applicable Law: This Agreement is governed by the laws of the specified state or jurisdiction,
without regard to conflict of laws principles.

Dispute Resolution: Any disputes arising from this Agreement must initially be resolved
through mediation. If mediation is unsuccessful, disputes shall be resolved through mandatory
arbitration in accordance with the rules of the American Arbitration Association.

Binding Agreement: This Agreement binds the Parties and their respective successors and
assigns.

Assignment of Rights and Obligations: The interests of the Provider are personal and may
not be assigned, transferred, or sold without the prior written consent of the Client.

Entire Agreement: This Agreement constitutes the entire agreement between the Parties,
supersedes all prior negotiations and agreements, and encompasses all aspects of the subject
matter of this Agreement.

Amendments: No amendments or additions to this Agreement shall be binding unless made

in writing and signed by both Parties.

Notifications: Any written notices or communications between the Parties shall be in writing
and delivered in accordance with the terms specified in the Agreement.

Waiver of Rights: Failure by either Party to enforce any provision of this Agreement shall not
be construed as a waiver of that provision.

Additional Assurances: Upon request by one Party, the other Party agrees to execute and
deliver any additional documents or take reasonable actions necessary to effectuate the terms
of this Agreement.
Severability: If any provision of this Agreement is deemed invalid or unenforceable, the
remaining provisions shall remain in full force and effect as if the invalid or unenforceable
provisions were not a part of this Agreement.

This Agreement is a legally binding document, and both Parties must adhere to its terms.
Before signing such an agreement, both Parties may wish to consult with legal counsel to
ensure the correctness of its terms and the consequences of its execution.

Client:

Provider: