Management and Administrative Services Agreement

Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

MANAGEMENT AND ADMINISTRATIVE SERVICES AGREEMENT

This Management and Administrative Services Agreement (hereinafter referred to as the “Agreement”) is made and entered into this {{day}} day of {{month}}, {{year}}, by and between:

{{Service_Provider_Company_Name}}, a company duly incorporated under the laws of {{country_of_incorporation}}, with its principal place of business at {{Service_Provider_Address}} (hereinafter referred to as the “Service Provider”); and

{{Client_Company_Name}}, a company duly incorporated under the laws of {{country_of_incorporation}}, with its principal place of business at {{Client_Address}} (hereinafter referred to as the “Client”).

Collectively, the Service Provider and the Client shall be referred to as the “Parties” and individually as a “Party”.

1. ENGAGEMENT OF SERVICES

The Client hereby engages the Service Provider, and the Service Provider hereby agrees to provide, management and administrative services (hereinafter referred to as the “Services”) to the Client as described in Schedule A attached hereto and forming an integral part of this Agreement.

The Services shall commence on {{commencement_date}} and shall continue for an initial period of {{initial_period_months}} months, renewable thereafter in accordance with the terms of this Agreement.

2. DUTIES AND RESPONSIBILITIES OF THE SERVICE PROVIDER

The Service Provider shall perform the Services with due care, skill, and diligence, in a professional and workmanlike manner, and in accordance with generally accepted industry standards and practices.

The Service Provider shall appoint a primary contact person, {{Service_Provider_Contact_Person_Name}}, who shall be responsible for overseeing the provision of the Services and liaising with the Client.

3. DUTIES AND RESPONSIBILITIES OF THE CLIENT

The Client shall provide the Service Provider with all necessary information, documentation, and access to its premises and personnel as reasonably required for the Service Provider to perform the Services hereunder.

The Client shall make timely payments for the Services as set out in Clause 4 of this Agreement.

4. FEES AND PAYMENT

In consideration for the Services provided by the Service Provider, the Client shall pay the Service Provider a fee of {{fee_amount}} per {{payment_period}} (e.g., month, quarter), exclusive of applicable taxes.

Payments shall be made by the Client to the Service Provider on or before the {{payment_due_day}} day of each {{payment_period_for_due_date}}.

Any additional services requested by the Client outside the scope of Schedule A shall be subject to a separate written agreement and additional fees.

All invoices shall be issued in {{currency}}.

5. TERM AND TERMINATION

This Agreement shall commence on the Effective Date and shall continue until terminated by either Party in accordance with the provisions of this Clause.

Either Party may terminate this Agreement by providing {{notice_period_days}} days’ written notice to the other Party.

This Agreement may also be terminated immediately by either Party upon a material breach of any terms or conditions by the other Party, provided that such breach is not remedied within {{cure_period_days}} days of written notice of such breach.

6. CONFIDENTIALITY

Both Parties acknowledge and agree that during the course of this Agreement, they may have access to confidential information of the other Party. Both Parties undertake to keep such information strictly confidential and not to disclose it to any third party without the prior written consent of the disclosing Party.

7. LIMITATION OF LIABILITY

Neither Party shall be liable to the other for any indirect, incidental, special, exemplary, or consequential damages arising out of or in connection with this Agreement, regardless of the form of action, whether in contract, tort (including negligence), or otherwise.

The Service Provider’s total aggregate liability under or in connection with this Agreement, whether in contract, tort (including negligence), or otherwise, shall not exceed the total fees paid by the Client to the Service Provider under this Agreement over the twelve (12) month period immediately preceding the event giving rise to the claim.

8. GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_country}}.

Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, shall be settled by negotiation between the Parties.

If the Parties are unable to resolve the dispute through negotiation within {{negotiation_period_days}} days, the dispute shall be referred to mediation in accordance with the rules of {{mediation_body}}.

9. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the Parties concerning the subject matter hereof and supersedes all prior agreements, understandings, negotiations, and discussions, whether oral or written.

10. SIGNATURES

IN WITNESS WHEREOF, the Parties have executed this Agreement on the date first written above.

FOR AND ON BEHALF OF {{Service_Provider_Company_Name}}:

_____________________________

Name: {{Service_Provider_Signatory_Name}}

Title: {{Service_Provider_Signatory_Title}}

Date: {{Service_Provider_Signature_Date}}

FOR AND ON BEHALF OF {{Client_Company_Name}}:

_____________________________

Name: {{Client_Signatory_Name}}

Title: {{Client_Signatory_Title}}

Date: {{Client_Signature_Date}}