DROPSHIPPING AUTOMATION SERVICE AGREEMENT
This DropShipping Automation Service Agreement (hereinafter the “Agreement”) is entered into by and between TC Capital Solutions LLC (hereinafter referred to as “Company”) located at___________________________ and _____________________ (hereinafter referred to as “client”).The Parties have entered into this Agreement and they agree to be bound as follows:
The Company offers Facebook automated dropshipping, whereby, it applies technology to handle tasks to facilitate businesses on Facebook or personal pages.
The term of this Agreement shall commence as of the Effective Date and shall continue thereafter for a period of 12 months unless sooner terminated in accordance with the terms of this Agreement (the “Term”).
As good and valuable consideration, the Client will be required to pay an un front fee of $ 10,000 for the services rendered and an additional of 50% of the net profits paid once a month upon receipt of an invoice. Any late payments will lead to a fine of $ _________________. Failure to pay will lead to termination of the agreement.
Both parties herein agree that there may be potential risks involved with the services involved. The Client shall assume all risks, known and unknown, in any way connected with this service agreement. In addition to that the Client accepts its own responsibility for any liability, injury, loss or damage in any way connected to the services offered by the Company.
The Company agrees to retain in confidence at all times and to require its employees, consultants, professional representatives and agents to retain in confidence all information disclosed by the Client. The Company shall only use the client’s information solely for the purpose of performing obligations under this Agreement, and only disclose the Confidential Information on a need-to-know basis. The Client shall take all necessary precautions in handling the Confidential Information of the other party and limit disclosures on a strict need-to-know basis. Further, the Client may disclose information to the extent ordered to be disclosed by subpoena, other legal process or requirement of law, after first giving the disclosing Party a reasonable opportunity to contest such disclosure requirement.
Non-compete: During the term of this Agreement and for a period of 2 year (s) after termination the Client shall not, directly or indirectly, engage in any similar business practice of the Company while being in contact with the Company’s current or former clients. Nor shall the Recipient solicit any Client of the Company for the benefit of self or a third party that is engaged in a similar business to that of the Company,
Injunction. The Parties agree that it would be difficult to measure the damage to the Company from any breach of the above section and that solely monetary damages would be inadequate. Accordingly, the Client agrees that if he/she should breach the above section, the Company shall be entitled to, in addition to all other remedies it may have at law or equity, to an injunction or other appropriate orders to restrain such breach, without showing or proving actual damages sustained by the Company.
No Release. The Parties agree that in the termination of this Agreement, it shall not be releasing the Client from any obligation under this Section.
The Client shall not in any way, endeavor to hire or contract with any member of the Company’s team, including but not limited to any individual with whom the Company may have contact in the course of business, nor shall Client in any way, ever attempt to encourage any member of the Company’s team(s) to terminate their relationship with the Company.
The Client herein shall defend, indemnify and hold harmless the Company from and against all claims, demands, suits, actions, expenses, judgments, obligations, damages, charges, losses and liabilities, deficiencies, actions, judgments, interest, awards, penalties, fines, costs, or expenses of whatever kind (including without limitation the fees and expenses for attorneys, expert witnesses and consultants) that may be imposed upon, incurred by or asserted against arising out of or resulting from this operating agreement.
This operating agreement shall be construed in accordance with the laws of the state of Florida, without reference to its conflict of law provisions, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.
- DISPUTE RESOLUTION
Any dispute or claim arising out of or relating to this Contract will be resolved by binding arbitration. The arbitration of any dispute or claim shall be conducted in accordance with the American Arbitration Association’s (AAA) rules and regulations, which shall take place in ___________, Florida, unless the Parties mutually agree otherwise. Any arbitration determination or award shall be confidential, and neither Party may disclose the existence, content or results of any arbitration, except as may be required by law or foe purposes of enforcement of the same. Judgment on any arbitration award may be entered in any court having proper personal and subject matter jurisdiction.
All administrative fees and expenses will be divided equally between the Parties, though each Party will bear its own expense of counsel, experts, witnesses and preparation and presentation of evidence at the arbitration, except if one of the Parties acted in an illegal or unethical manner, in which case that Party would bare the entirety of the costs associated with arbitration.
- NO GUARANTEE
The parties hereto acknowledge and agree that the Company cannot guarantee the results or effectiveness of any of the services to be performed by the Company due to many variables such as business, fluctuating economy etc. Rather, the Company shall conduct its operations and provide its services in a professional manner and in accordance with good industry practice and all federal, state and local laws.
- LIMITATION OF LIABILITY
Company shall not be liable to the Client for exemplary, punitive, special, incidental, indirect or consequential damages including without limitation, interruption of business, lost profits, lost or corrupted data or content, lost revenue arising out of this operating agreement (including without limitation the service, the use of the service or the inability to use service), even if the party has been advised of the possibility of such damages.
Unless otherwise provided; (a) services and content are purchased as subscriptions, (b) subscriptions may be added during a subscription term at the same pricing as the underlying subscription pricing, prorated for the portion of that subscription term remaining at the time the subscription are added, and (c) any added subscriptions will terminate on the same date as the underlying subscriptions.
- FORCE MAJEURE
Company will be liable to the other for any failure or delay in the performance in such party’s non-monetary obligations due to causes beyond its control, such as failure or delay caused, directly or indirectly, by fire, flood, earthquakes other elements of nature, acts of war, terrorism, riots, civil disorders, rebellions or revolutions, epidemics, communications line or power failures or governmental laws, court orders and regulations imposed after the fact.
13.1 This operating agreement may only be amended, modified or supplemented by an operating agreement in writing signed by each party. Any of the terms hereof may be waived only by a written document signed by the party waiving compliance with the term.
13.2 If any term or provision of this operating agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this operating agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
IN WITNESS WHEREOF this operating agreement has been duly executed by the parties hereto the day and year first herein before written.
SIGNED BY COMPANY
PRINT NAME: TC CAPITAL SOLUTIONS LLC
SIGNED BY CLIENT
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