Management Services Agreement

{{company_name}}

{{company_address}}

Phone: {{phone}} | Email: {{email}} | Web: {{website}}

Management Services Agreement

Management Services Agreement

DEFINITIONS AND INTERPRETATION

In this Agreement, unless the context otherwise requires, the following expressions shall have the meanings hereby assigned to them:

“Agreement” means this Management Services Agreement, including any schedules and annexures thereto.

“Client” means {{client_company_name}}, a company duly incorporated in accordance with the laws of {{client_jurisdiction}}, with its registered office at {{client_address}}.

“Effective Date” means {{effective_date}}.

“Management Company” means {{management_company_name}}, a company duly incorporated in accordance with the laws of {{management_company_jurisdiction}}, with its registered office at {{management_company_address}}.

“Services” means the management services to be provided by the Management Company to the Client as more fully described in Schedule A hereto.

“Service Fees” means the fees payable by the Client to the Management Company for the Services, as set out in Schedule B hereto.

APPOINTMENT AND SCOPE OF SERVICES

The Client hereby appoints the Management Company to provide, and the Management Company hereby agrees to provide, the Services to the Client in accordance with the terms and conditions of this Agreement.

The specific details of the Services to be rendered by the Management Company are set out in Schedule A hereto. The Management Company shall use its best endeavours to perform the Services in a professional and efficient manner and in accordance with generally accepted industry standards.

COMMENCEMENT AND DURATION

This Agreement shall commence on the Effective Date and shall continue for an initial period of {{initial_period_months}} months, unless terminated earlier in accordance with the provisions of this Agreement.

Upon the expiry of the initial period, this Agreement shall automatically renew for successive periods of {{renewal_period_months}} months each, unless either party gives written notice to the other of its intention not to renew, at least {{notice_period_days}} days prior to the end of the then-current term.

SERVICE FEES AND PAYMENT

In consideration for the Services rendered by the Management Company, the Client shall pay the Management Company the Service Fees as set out in Schedule B hereto.

All Service Fees shall be paid by the Client to the Management Company in {{currency}} on or before the {{payment_day}} day of each calendar month/quarter, as specified in Schedule B.

Any late payments shall accrue interest at a rate of {{interest_rate}}% per annum, compounded monthly, from the due date until the date of actual payment.

All fees are exclusive of any applicable taxes (including but not limited to VAT), which shall be borne by the Client in addition to the Service Fees.

OBLIGATIONS OF THE PARTIES

The Management Company shall:

a) Perform the Services with due care, skill, and diligence.

b) Assign suitably qualified and experienced personnel to provide the Services.

c) Maintain appropriate records of the Services provided.

The Client shall:

a) Provide the Management Company with all necessary information, assistance, and access to facilities as reasonably required for the performance of the Services.

b) Ensure that its personnel cooperate with the Management Company's personnel.

c) Pay the Service Fees in accordance with this Agreement.

CONFIDENTIALITY

Each party acknowledges that in the course of performing this Agreement, it may obtain confidential information relating to the other party. Each party undertakes to keep all such confidential information strictly confidential and not to disclose it to any third party without the prior written consent of the other party, save for disclosures required by law or to its professional advisors.

This confidentiality obligation shall survive the termination of this Agreement for a period of {{confidentiality_period_years}} years.

LIMITATION OF LIABILITY

Neither party shall be liable to the other for any indirect, consequential, or special damages arising out of or in connection with this Agreement.

The total aggregate liability of the Management Company to the Client under this Agreement, arising from any cause whatsoever, shall not exceed the total Service Fees paid by the Client to the Management Company in the {{liability_period_months}} months immediately preceding the event giving rise to the liability.

TERMINATION

Either party may terminate this Agreement by giving {{termination_notice_period_days}} days’ written notice to the other party.

Either party may terminate this Agreement with immediate effect by written notice if the other party:

a) Commits a material breach of any term of this Agreement and fails to remedy that breach within {{cure_period_days}} days of being notified in writing to do so.

b) Becomes insolvent, files for bankruptcy, or goes into liquidation.

GOVERNING LAW AND DISPUTE RESOLUTION

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

Any dispute arising out of or in connection with this Agreement, including any question regarding its existence, validity, or termination, shall be referred to and finally resolved by arbitration in accordance with the rules of the {{arbitration_institution}}.

GENERAL PROVISIONS

a) Entire Agreement: This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, understandings, and arrangements, whether oral or written.

b) Amendments: No amendment or variation of this Agreement shall be effective unless it is in writing and signed by both parties.

c) Waiver: No waiver of any breach of this Agreement shall be effective unless in writing and signed by the waiving party.

d) Severability: If any provision of this Agreement is found to be invalid or unenforceable, that provision shall be severed from the remainder of this Agreement, which shall remain in full force and effect.

e) Force Majeure: Neither party shall be liable for any delay or failure in performance of its obligations under this Agreement if such delay or failure is due to an act of God, war, riot, embargoes, strikes, or other causes beyond its reasonable control.

SIGNATURES

IN WITNESS WHEREOF, the parties have executed this Management Services Agreement on the date first written above.

FOR THE CLIENT:

_____________________________

[Name: {{client_signatory_name}}]

[Title: {{client_signatory_title}}]

Date: {{client_signature_date}}

FOR THE MANAGEMENT COMPANY:

_____________________________

[Name: {{management_company_signatory_name}}]

[Title: {{management_company_signatory_title}}]

Date: {{management_company_signature_date}}

SCHEDULE A: DESCRIPTION OF SERVICES

• {{service_description_1}}

• {{service_description_2}}

• {{service_description_3}}

SCHEDULE B: SERVICE FEES

• Monthly Management Fee: {{monthly_management_fee}}

• Performance-based Fee: {{performance_based_fee_details}}

• Payment Terms: {{payment_terms}}