Management Services Agreement
This Agreement is made effective as of July 01, 2015, by and between
ralliBox, Inc., of 000 00xx XX, XXXXX, Xxxx 00000, and Netherin
Enterprises, LLC, of 547 00 xx XX, XXXXX, Xxxx 00000.
In this Agreement, the party who is contracting to receive services
shall be referred to as ralliBox , and the party who will be
providing the services shall be referred to as Netherin .
Netherin has a background in business management and software
development and is willing to provide services to ralliBox based
on this background.
RalliBox desires to have services provided by Netherin.
Therefore, the parties agree as follows:
DESCRIPTION OF SERVICES. Beginning on July 01, 0000, Xxxxxxxx will
provide the following management services (collectively, the
Services ):
a. Conduct all necessary and normal business management functions
including, but not limited to: Business Administration, Finance and
Accounting, Marketing and Promotion, Customer Service, Operations and
Strategic Planning
b. Propose, plan, and execute special marketing campaigns for
ralliBox brand development, products, and services.
Netherin agrees to devote its best effort to the performance of
its management services. The parties further agree Netherin will
perform such other services as agreed upon by the parties from time
to time.
PERFORMANCE OF SERVICES. The manner in which the Services are to be
performed and the specific hours to be worked by Netherin shall be
determined by Netherin. RalliBox will rely on Netherin to work as
many hours as may be reasonably necessary to fulfill Netherin s
obligations under this Agreement.
MANAGEMENT FEE PAYMENTS. For conducting and managing the normal and
necessary business functions (Item a in Description of Services),
ralliBox will make monthly management fee payments to Netherin based
on 3% of the monthly revenues, or $35,000, whichever is greater. For
the purposes of this Agreement, revenues means total revenues earned
by ralliBox
Payment Schedule. The management fee payments shall be payable
monthly, no later than the tenth day of the following month.
MARKETING FEE PAYMENTS. For managing and conducting special marketing
and promotional campaigns (Item b in Description of Services),
ralliBox will make periodic marketing fee payments. The amount and
timing of these payments will be mutually agreed upon at the time when
Netherin presents project proposals to ralliBox for approval.
NEW PROJECT APPROVAL. Netherin and ralliBox recognize that Netherin s
Services will include working on various projects for ralliBox.
Netherin shall obtain the approval of ralliBox prior to the
commencement of a new project.
TERM/TERMINATION. This Agreement shall be effective for a period of
1 year and shall automatically renew for successive terms of the same
duration, unless either party provides 30 days written notice to the
other party prior to the termination of the applicable initial term
or renewal term.
RELATIONSHIP OF PARTIES. It is understood by the parties that Netherin
and all Netherin personnel are independent contractors with respect
to ralliBox, and not employees of ralliBox. RalliBox will not provide
fringe benefits, including health insurance benefits, paid vacation,
or any other employee benefit, for the benefit of Netherin or
Netherin personnel.
EMPLOYEES. Netherin s employees, if any, who perform services for
ralliBox under this Agreement shall also be bound by the provisions
of this Agreement.
ENTIRE AGREEMENT. This Agreement contains the entire agreement of the
parties and there are no other promises or conditions in any other
agreement whether oral or written. This Agreement supersedes any
prior written or oral agreements between the parties.
AMENDMENT. This Agreement may be modified or amended if the amendmen
t is made in writing and is signed by both parties.
SEVERABILITY. If any provision of this Agreement shall be held to be
invalid or unenforceable for any reason, the remaining provisions
shall continue to be valid and enforceable. If a court finds that any
provision of this Agreement is invalid or unenforceable, but that by
limiting such provision it would become valid and enforceable, then
such provision shall be deemed to be written, construed, and enforced
as so limited.
WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce
any provision of this Agreement shall not be construed as a waiver or
limitation of that party s right to subsequently enforce and compel
strict compliance with every provision of this Agreement.
APPLICABLE LAW. This Agreement shall be governed by the laws of the
State of Utah.
SIGNATORIES. This Agreement shall be executed on the behalf of
ralliBox, Inc. by Xxxxx Xxxxxxx, its President, and on behalf of
Netherin Enterprises, LLC by Xxxxx Xxxxxxx, its Managing Member.
Party receiving services:
ralliBox, Inc.
By: ____________________________________________________
Xxxxx Xxxxxxx President
Party providing services:
Netherin Enterprises, LLC
By: ____________________________________________________
Xxxxx Xxxxxxx Managing Member
