The parties are: Arletti & Partners (A&P) and the Partner, Whereas:
- A multinational company (Company) has appointed A&P to provide global mobility services to certain of its employees who are posted to the Partner’s Country;
- The Partner is a qualified global mobility services provider in his/her country; and
- A&P hereby appoints the Partner on a non-exclusive basis to provide global mobility services as may be requested from time to time in accordance with the terms and conditions set out herein.
The partner shall:
- Provide the agreed Services to A&P;
- Co-operate with A&P in all matters relating to the Services;
- Ensure that the Partner’s personnel use reasonable skill and care in the performance of the Services;
- Comply with fees and terms of payment as agreed with A&P;
- Respond to A&P’s communications within 24 hours or reception;
- Guarantee the respect of The Confidentiality* agreement;
- Guarantee the respect of Non-Solicitation of Clients Agreement.
(a) Provide all relevant information and carry out all necessary actions agreed with the Partner;
(b) Co-operate with the Partner in all matters relating to the Services and appoint A&P’s Manager who shall have the authority contractually to bind A&P on matters relating to the Services; and
(c) Provide such information as the Partner may reasonably request and A&P considers reasonably necessary, in order to carry out the Services in a timely manner, and ensure that it is accurate in all material respects; and
(d) Comply with fees and terms of payment as agreed with the Partner.
The Partner may terminate this agreement for its convenience by providing to A&P written notice of not less than one (1) month.
A&P may terminate this agreement for its convenience by providing to the Partner written notice of not less than thirty (30) days.
Without affecting any other right or remedy available to it, either party may terminate this agreement with immediate effect by giving written notice to the other party if any of the agreed causes of termination is present.
*CONFIDENTIALITY AGREEMENT: The Partner undertakes that it shall not at any time during this agreement, and for a period of five years after termination of this agreement, disclose to any person any information, personal data, technical or commercial know-how, processes or initiatives which are of a confidential nature and have been disclosed to the Partner by A&P, its employees, agents, consultants or subcontractors, the Company’s employee(s) or any other confidential information concerning A&P’s business or its clients which the Partner may obtain. The Partner shall not use A&P’s confidential information for any purpose other than to perform its obligations. The Partner may disclose A&P’s confidential information:
- to the Partner’s personnel and to such of its other employees, agents, consultants or subcontractors as need to know it for the purpose of discharging the Partner’s obligations to A&P. The Partner shall ensure that its employees, agents, consultants or subcontractors to whom it discloses A&P’s confidential information comply with this clause; and
- II. as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
**NON-SOLICITATION OF CLIENTS AGREEMENT: The Partner agrees that it shall not within a period of two years from the termination of this agreement, it shall not whether as principal, officer, agent, Director, employer, employee, consultant, partner, member or shareholder of any firm, corporation, group or in individual capacity whatsoever directly or indirectly solicit the trade of or trade with any client or prospective client of A&P for any business purpose other than for the benefit of A&P. Notwithstanding the aforementioned the Partner is not precluded from maintain a passive investment in publicly held companies provided that it does not have more than a five (5) percent beneficial ownership in such company or from soliciting clients of A&P for a business purpose that is entirely unrelated to the services provided by A&P.