AGREEMENT

AGREEMENT

This Agreement (“Agreement”) is made on this ____ day of _____, 2021 at ______________

BY AND BETWEEN

PERSONA of America, Inc., a company incorporated under the laws of the United States of America, having its registered office at _________________________ (hereinafter referred to as “KOA” which expression shall deem to include its permitted assignees and successors-in-interest) of the FIRST PART;

AND

[Insert Name], son of/daughter of [insert father’s name], bearing Passport No. _____________, residing at _______________________ (hereinafter referred to as “Service Provider” wherever the context so permits and allows) of the SECOND PART.

(KOA and the Service Provider shall individually be referred to as the “Party” and collectively as the “Parties” wherever the context so permits and requires).

WHEREAS:

    1. KOA is engaged in the business providing campgrounds across 500+ sites to its customers;

    1. The Service Provider is engaged in the business of providing marketing services to its clients; and

    1. KOA is desirous of procuring the services being provided by the Service Provider and the Service Provider has agreed to provide the services as specified in this Agreement in exchange for lawful consideration;

NOW, THEREFORE, in view of the foregoing, and in consideration of the mutual benefits to be derived and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the Parties hereby agree as follows:

    1. This Agreement shall commence upon its execution and shall remain valid and effective for a period of _________ years (“Term”) unless terminated earlier in accordance with this Agreement.

    1. In the event the Parties are desirous of renewing the terms of this Agreement, they shall notify each other by way of providing a written notice thirty (30) days prior to the expiration of this Agreement.

    1. The Parties hereby agree and represent that they have the relevant skills, expertise and all requisite licenses and authority to enter into this Agreement. Additionally, that there are no liens, encumbrances or criminal proceedings instituted in any court of law against either Party. Each Party is willing and able to enter into this Agreement.

    1. The Service Provider shall provide KOA with the marketing services which include: [   ] (the “Services”)

    1. The Service Provider hereby affirms that it shall undertake its best efforts to provide the Services in connection with this Agreement.

    1. It is understood between the Parties that all material created and/or generated in any manner whatsoever during the Term of this Agreement shall remain the sole proprietary property of ______________.

    1. In consideration of the Services being provided by the Service Provider to KOA, the latter shall pay to the former a sum between USD 120,000/- which is the minimum base pay and USD 250,000/- which is the maximum base pay (“Payment”). It is understood that the Payment is strictly for the base pay and any extra services provided by the Service Provider which are outside the scope of this Agreement, KOA shall be liable to pay the Service Provider accordingly.

    1. The Payment shall be made by way of a bankers draft/cheque/bank transfer or any other way as mutually decided between the Parties. It is clarified that the Payment will be made on or by  the first day of every month (the “Payment Deadline”). The Service Provider shall provide KOA with an invoice thirty (30) days prior to the Payment Deadline setting out the monies to which it is entitled to. However, it is reiterated that USD 120,000/- is the minimum base pay and thus, the same will not be challenged by KOA.  The Parties further agree that payment shall be based on the preceding month’s results of an average of _______occupied RV sites per day. Additional compensation will be based on additional revenue from the Service Provider’s marketing efforts.

    1. KOA hereby undertakes to provide the Service Provider with the Payment on or by the Payment Deadline and in the event is unable to do so, or fails to do so, the Service Provider shall send a reminder within seven (7) days. Failure to make the Payment within the seven days, the Service Provider may charge them an extra amount as compensation (“Compensation Fee”). Such Compensation Fee shall be included in the revised invoice the Service Provider shall provide to KOA and will not be disputed by KOA.

    1. The Parties hereby irrevocably agree that this Agreement constitutes the entire understanding between the Parties. Furthermore, any breach of any term of this Agreement shall be regarded as a material breach of this Agreement and in so far the non-defaulting Party shall suffer irrecoverable loss and thereafter, be entitled to specific performance of this Agreement from the defaulting Party. In the event the material breach is not cured, the non-defaulting Party may be entitled to seek any remedy available either in law or in equity.

    1. The Parties agree that the existence of this Agreement and the terms herein and/or any oral or written information exchanged between the Parties in connection with the preparation or performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, shall not disclose any such confidential information.

    1. Either Party may terminate this Agreement by providing a thirty (30) day notice to the other Party. In the event of termination under this clause, KOA shall make good of the Payment, or any part remaining thereof, to the Service Provider for Services rendered prior to termination and during the notice period.

    1. In the event the Service Provider is unable to perform its obligations under this Agreement due to any Force Majeure Event which includes acts of God, wars, terrorist attacks etc., which is beyond his control, the Service Provider will not be in breach of any term of this Agreement. Furthermore, the Service Provider shall inform KOA in such event and undertake its best reasonable efforts to continue providing the Service at the earliest.

    1. This Agreement shall be governed by and construed in accordance with the laws of the United States of America. Any dispute arising out of or in connection with this Agreement shall be resolved amicably between the Parties.

The Parties have signed and entered into this Agreement as of the date mentioned above and have affixed their signatures hereto:

             KOA:                                                                                     Service Provider

__________________________                                                      _____________________________

Name:                                                                                  Name:

Designation:                                                                        Designation:

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