This document sets forth an agreement between a company and a management agent
for the provision of management services to the company. This agreement provides the
management agent’s responsibilities and includes provisions for fees earned by the
agent, the expenses that the company will reimburse the agent for, the term of the
agreement, the independent contractor relationship of the parties, and a mandatory
arbitration provision. This document can be customized to fit the needs of the drafting
This agreement (the “Agreement”) is made on this __________ day of _________ of _______
(the “Effective Date”) between __________________________ (the “Company”) and
__________________________ (“Management Agent”).
WHEREAS, Management Agent provides ___________________________________ [specify
services] (the “Management Services”) and Company desires to receive Management Services
from Management Agent, on the terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and agreements contained
herein, Company and Management Agent hereby agree as follows:
APPOINTMENT AND SERVICES
Company hereby appoints Management Agent to provide the Management Services as detailed
in this Agreement.
Management Agent agrees to render to Company, by and through Management Agent’s
employees, agents, representatives, affiliates and officers the Management Services. Company
acknowledges that certain events may require Management Agent to render services that go
beyond the services detailed in this Agreement for the necessary fulfillment of this Agreement,
and that Management Agent is entitled to compensation for these services. Any additional
efforts or services undertaken by Management Agent should be reasonable and promptly billed
at a reasonable cost. Prior approval and written consent should be obtained from Company
before any major additional efforts are undertaken by Management Agent in the fulfillment of its
obligations under this Agreement.
In consideration of the performance of the services as detailed in this Agreement, Company
agrees to pay Management Agent an aggregate per annum fee of ___________ ($ ) Dollars
(the “Fee”) for the period commencing on the date of this Agreement to the termination date of
The date specified for the payment of this annual fee is __________________. Payment will be
made by check, mailed to the business address of Management Agent, received by the date
specified for payment.
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In addition to the compensation for services paid to Management Agent under Article 2 of this
Agreement, Company shall reimburse Management Agent for reasonable Expenses, as defined
below. As used in this Agreement, the term “Expenses” shall mean the out-of-pocket expenses
paid by Management Agent to complete the Management Services as necessary for the
fulfillment of this Agreement, including, without limitation, the cost of any outside services
including outside legal counsel, independent auditors, consultants, financial advisors, word
processing experts and couriers. All Expenses shall be at fair market value. Expenditures in
excess of ____________ ($____) Dollars, shall require prior notification and approval, in
writing, of Company.
All reimbursements for Expenses shall conform to the following payment schedule. Management
Agent shall invoice Company for every fifteen days, if necessary, for the costs of additional
services not covered under Article 2. The invoice shall detail all additional services provided to
Company during the prior fifteen days. Company shall pay all invoices within 30 days of receipt.
Management Agent shall assess interest at a rate of 1% per month on the entire unpaid balance
within the aforementioned time periods. Interest will begin to accrue on the 45th day from the
date of invoice. Interest will continue accruing until the full payment of all overdue payments
and interest charges.
The term of this Agreement shall be for a period of __________ years (the “Original Term”).
Company shall have the option of extending the Original Term for ___________ additional
_____________ [time period] terms (the “Additional Terms”) after the Expiration Date.
Management Agent shall be notified of this extension option one hundred and eighty (180) days
prior to the Original Term expiration date.
This Agreement will automatically expire upon the termination date unless the option to renew is
This Agreement shall commence on the Effective Date and terminate on ________ __, _____
(the “Expiration Date”).
This Agreement may be terminated by either party upon 30 days wri