PARTNERSHIP AGREEMENT

PARTNERSHIP AGREEMENT

This AGREEMENT is made on this ____ day of ___________ duly signed and totally binding on all parties, mentioned hereunder.

Reliant Tech Inc. (RTI)

And

VTI

Hereinafter, also referred to collectively as the “Parties” and individually as the “Party”.

WHEREAS:

The Parties identified herein, for the purpose of maximizing the profit potential of the parties; and

The Parties are in the business of technical staffing where they find candidates for their respective clients on a temporary or contract basis; and

The Parties agree that this Agreement shall also be binding on affiliates and related corporations in the widest meaning of this definition. The Parties agree to do nothing to circumvent or avoid their obligations under this Agreement to save money or to avoid their obligations to the other party; and

The Parties wish to enter into an Agreement to define their respective roles and responsibilities and thus successfully satisfy the objectives of these transactions:

NOW, THEREFORE, AGREED by the undersigned parties to this Agreement that the various promises, covenants, warranties and undertakings set forth herein shall constitute good and valuable consideration, the receipt and adequacy of which the Parties acknowledge by signing below. The Parties hereto agree to work together in good faith, using their best efforts and resources as set forth below:

  1. CREATION OF PARTNERSHIP

By this Agreement, the Partners enter into a general partnership (the “Partnership”) in accordance with the law. The aim of the partnership each partner to benefit whereby RTI will provide VTI with its clients/customers and other new clients such as Inforsys, HCL etc. and in return, VTI will compensate a commission percentage from their earnings. 

  1. COMPENSATION

As good and valuable consideration VTI will compensate RTI ____________% commission of their total earnings within 60 days. 

  1. TERM AND TERMINATION

This Agreement shall remain in effect for a period of ________ years as of the Effective Date. After the first term is concluded, the VTI can opt to renew the Agreement by notifying the RTI. Either Party may terminate this Agreement with 30 days written notice to the other party. RTI may terminate this Agreement at any time for non-payment of any amounts due to RTI. Termination of this Agreement shall not relieve either Party of its obligation hereunder, including but not limited to VTI’s obligations to pay all Fees. Termination of this Agreement will result to VTI’s stoppage to provide services to RTI’s clients.

  1. NOTICE

All notices and other communications which may be or are required to be given to any other party pursuant to this Agreement will be given to the address set forth in the signature block hereto (or such other address as is directed in writing as the notice address, as follows: by hand delivery (including by courier), recognized overnight delivery service, postage prepaid U.S Mail (registered or certified mail with confirmation of delivery) or through electronic mail to ___________________. Notice will be deemed to be given on the date such communication is actually received.

  1. CONFIDENTIALITY

Each Party acknowledges and agrees that in performing its obligations under this Agreement it may have access to valuable trade secrets and confidential information of the other party. Neither party shall disclose confidential information to a third party without written consent. Each party agrees that it shall take steps reasonably necessary to preserve and protect the confidentiality of the Confidential Information. In addition, Confidential Information shall include the terms of this Agreement.

  1. LIMITATION OF LIABILITY

EACH PARTY’S LIABILITY ARISING OUT OF THIS AGREEMENT SHALL BE LIMITED TO OTHER PARTY’S DIRECT DAMAGES AND SHALL NOT EXCEED THE CLIENT FEE(S) PAID OR OWING TO THE COMPANY BY CLIENT FOR THE SERVICES HEREUNDER DURING THE ______ PERIOD. NEITHER PARTY SHALL IN ANY EVENT BE LIABLE FOR PUNITIVE DAMGES, LOSS OF PROFIT, LOSS OF GOODWILL OR OTHER SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY UNDER THIS AGREEMENT WHETHER IN CONTRACT OR TORT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE PROVISIONS OF THIS SECTION SHALL SURVIVE TERMINATION OF THIS AGREEMENT.

  1.  MUTUAL INDEMNIFICATION 

Each Party shall defend and indemnify the other party from and against any and all suits and claims, including claims for bodily injury and tangible personal property damage, as well as reasonable attorney’s fees and other expenses (collectively, the “Claims”), to the extent directly arising out of the Indemnifying Party’s acts, omissions, negligence or willful misconduct in performance of the obligations hereunder. The provisions of this Section shall survive the termination of this Agreement.

  1. NON-DISCRIMINATION

RTI is an equal opportunity business, and agrees to refer qualified Clients/Customers regardless of their race, religion, color, age, sex, sexual orientation, marital status ], national origin, handicap condition, veteran/disabled veteran status, or any other classification protected under applicable federal, state or local law. VTI agrees to accept all placements in conformance and furtherance of this policy.

  1. COMPLIANCE WITH LAWS

Both RTI and VTI agree to comply with all federal, state and local laws and regulations covering New Jersey.

  1. GOVERNING LAW AND VENUE

This Agreement will be governed by and construed in accordance with the law of the state of New Jersey. Any disputes arising in connection with the subject matter of this Agreement shall be submitted to the jurisdiction of New Jersey courts.

  1.  SEVERABILITY

Should any part of this agreement, for any reason, be declared invalid, such decision shall not affect the validity of any remaining parts of this agreement. Such remaining parts shall remain in full force as if this agreement had been executed with the invalid part eliminated.

  1.  ENTIRE AGREEMENT

This Agreement contains the entire written agreement of both parties and supersedes all prior agreements and understanding between the parties and may not be changed or modified except in writing with the express written consent of all parties to this Agreement. Failure of either party to insist on strict compliance with any of the terms, covenants, and conditions of this Agreement shall not be deemed a waiver of such terms, covenants, and conditions, or of any similar right or power hereunder at any subsequent time. 

  1. ASSIGNMENT

Neither Party may transfer or assign any of its rights or obligations under this Agreement without the prior written consent of the other, nor will such transfer or assignment or attempt thereat be null and void.

NOW, THEREFORE, THE PARTIES EXECUTE THIS AGREEMENT AS FOLLOWS

Client Name: ____________________ Company Name: ________________

Signature: ______________________ Signature: ____________________

Date: _________________________ Date: ______________________

Address: _____________________ Address: ___________________

Phone: ______________________ Phone: ____________________

Email: ________________________ Email: ____________________

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