This Agreement is made on [date] Parties 1 [Insert name of party][ of OR a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at ][insert address] (Supplier); and 2 [Insert name of party][ of OR a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at ][insert address] (Customer), each of the Supplier and the Customer being a party and together the Supplier and the Customer are the parties. Background (A) The parties have agreed that the Supplier shall provide the Services to the Customer on a call-off basis in accordance with the provisions of this Agreement. The parties agree: 1 Definitions and interpretation 1.1 In this Agreement: Business Day • means a day other than a Saturday, Sunday or bank or public holiday in England; Commencement Date • means [the date of this Agreement OR [insert date]]; Confidential Information • has the meaning given in clause 12; Customer Default • means the Customer’s: (i) breach of any provision of this Agreement; (ii) negligence; or (iii) other unlawful act or omission; Customer Material • means the Customer’s materials, documents, information, data, tools, equipment, or other items, made available