Fund Manager Agreement

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Fund Manager Agreement Powered By Docstoc
					This is an agreement between a client and a fund manager whereby the client engages
the services of the fund manager for the purposes of making investment decisions on
the client’s behalf. The agreement includes the services to be provided, the fees, and
sets out the powers, duties and obligations of the fund manager. It contains numerous
standard provisions as well as opportunities for customization to address the specific
needs of the parties. This document is ideal for any individual or entity that wants to
hire a qualified fund manager to make investment decisions on their behalf.
                       FUND MANAGER AGREEMENT
       THIS FUND MANAGER AGREEMENT (the “Agreement”), made this ____ day of
__________, 2________ (the “Effective Date”) by and between _______________ (the
“Client”) and ________________ (the “Fund Manager”).

        WHEREAS the Fund Manager provides investment and management advice to its Clients
in respect of the Client’s Funds and manages all affairs and activities of the Client’s Fund.

      AND WHEREAS the Client is desirous of appointing and retaining the services of the
Fund Manager for the management of the affairs of the Client’s Fund.


NOW THEREOF IT IS HEREBY AGREED BY AND BETWEEN THE PARTIES
HERETO AS FOLLOWS:

   1. APPOINTMENT OF FUND MANAGER

       A. The Client hereby appoints the Fund Manager to provide services for and in respect
          of the Client’s Funds in accordance with the provisions of this Agreement.

       B. The Fund Manager shall have absolute and unfettered discretion and authority to
          manage, invest and reinvest the Client’s Funds.

   2. SERVICES OF FUND MANAGER

       A. The Fund Manager shall provide services which shall include investment
          management, the responsibility of managing and renewing the Fund, the buying and
          selling of securities and such other actions so as to ensure that all benefits accrue to
          the Client’s Fund and to make the day to day decisions in respect of the Fund in
          accordance with this Agreement.

       B. The Fund Manager shall at its absolute discretion manage the Fund of the Client.

       C. Any and all actions taken by the Fund Manager under the terms and conditions of this
          Agreement shall be performed in accordance with the investment objections and
          restrictions of the Fund.


       D. Any and all transactions in investments made, done or performed by the Fund
          Manager shall be subject to the constitutions, by-laws, rules, regulations, customs,
          usages, rulings and interpretations of the relevant exchange or other markets where
          the transactions are executed, to the codes and to all other applicable laws, including
          the regulations of any governmental agency.
    3. FEES

         A. The Client will pay to the Fund Manager a Management Fee of _______________
            ($_________) Dollars (the “Management Fee”).

         B. The Client will pay all of his/her/its own expenses, including but not limited to, any
            governmental fees, interest charges, taxes fees and expenses of the Client’s
            independent auditors and legal counsel, brokerage and other expenses connected with
            the Fund, any insurance premiums, fees and expenses and any fees associated with
            maintaining books and records.

         C. The Client will pay the Management Fee to the Fund Manager for services rendered
            and the Client authorizes the Fund Manager to debit the Client’s account for all of the
            costs, expenses and charges referred to in Section 3(B) for the services rendered by
            the Fund Manager or the fees incurred by any third party in connection with the
            Client’s Fund.

         D. In the event the Client fails to pay the Management Fee due and payable to the Fund
            Manager, the Fund Manager is hereby authorized by the Client to sell any securities
            forming part of the Client’s Fund at its sole and absolute discretion and shall debit the
            Client’s account for any outstanding fees or charges.

    4. POWERS, DUTIES AND OBLIGATIONS OF FUND MANAGER

         A. The Client hereby authorizes the Fund Manager to do all acts and things in its sole
            and absolute discretion on behalf of the Client which may be required to manage the
            Client’s Fund

         B. The Fund Manager shall provide monthly reports to the Client of the details and
            transactions in respect of the Client’s Fund.

         C. The Fund Manager will maintain all books and records relating to transactions which
            have taken place in respect of the Client’s Fund and shall at all times comply with the
            applicable regulations and guidelines.

         D. The Fund Manager may enter into any contract with any corporation or any other
            organization for the purposes of securing any insurance coverage for the benefit of
            the Client in respect to the Fund.

         E. The Fund Manager shall have the authority to open any bank accounts on behalf of
            the Client which may be required for the Fund and to operate same on behalf of the
            Client.

         F. The Fund Manager shall have the authority to perform and do all things necessary for
            the purpose of managing the Client’s Fund.




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         G. The Fund Manager shall not at any time or times receive any direct or indirect benefit
            out of the Client’s Fund.

         H. The Fund Manager shall take all steps from time to time as may be necessary to fulfill
            the terms and conditions of this Agreement without any limitation.

    5. FUND INVESTMENT GUIDELINES

         A. The Fund Manager shall have the sole and absolute discretion to invest the Client’s
            Fund in such securities, capital and money market instruments or in fixed income
            securities of any kind including:

                 i.     equity and equity related securities;

                 ii.    debentures;

                 iii.   government and trustee securities;

                 iv.    mutual funds;

                 v.     tradable and other warrants;

                 vi.    private equity proposals; and

                 vii.   any other eligible type of investment.

         B. The powers granted herein and exercised by the Fund Manager shall be binding and
            final on the Client and the Client shall be deemed to have approved and ratified any
            such investment or investments made by the Fund Manager from time to time.

         C. The Fund Manager shall observe a high standard of integrity and fair dealing in all
            transactions involving the Client’s Fund.

         D. The Fund Manager shall maintain appropriate records for every transaction
            undertaken in respect of the Client’s Fund and the records shall indicate the data,
            facts and opinion leading to the decision of the Fund Manager to conduct the
            transaction.

         E. The Fund Manager may, from time to time purchase or sell securities among its
            clients at the prevailing market price and shall ensure that any transaction of purchase
            or sale will be at the prevailing market price.




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    6. GENERAL PROVISIONS

         A. Any notice or other communication under or for the purposes of this Agreement shall
            be given or made in writing, marked Private and Confidential, and shall be served
            personally or by courier or mailed by prepaid registered mail:


                  i. in the case of the Client, to:

                  _____________________________
                  _____________________________


                  Fax: (___)____________________




                  ii. in the case of the Fund Manager, to:

                  _____________________________
                  _____________________________


                  Fax: (___)____________________


              or to such other address as the parties shall have last notified in the manner provided
              herein. The date of receipt of any such notice or other communication shall be
              deemed to be the date of delivery of such notice or other communication if served
              personally or by courier (provided, however, that no notice or other communication
              shall be delivered by courier to a residential address), or if mailed as aforesaid, the
              fourth day of business following the date of mailing, provided that no day on which
              there is an interruption of postal service which would affect such mailing shall be a
              day for determining whether effective notice has been given.

         B. This Agreement shall enure to the benefit of, and be binding on, the parties hereto and
            their respective successors and permitted assigns. No party to this Agreement may
            assign or transfer, whether absolutely, by way of security or otherwise, all or any part
            of its respective rights or obligations under this Agreement without the prior written
            consent of the other party.

         C. Failure on the part of either party to insist upon strict compliance by the other with
            any of the terms, covenants or conditions hereof shall not be deemed a waiver of such
            term, covenant or condition.




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         D. The invalidity or unenforceability of any provision hereof, or of the application of
            any provision hereof to any circumstances, shall in no way affect the validity or
            enforceability of any other provision, or the application of such provision to any other
            circumstances.

         E. This instrument contains the entire agreement between the parties relating to the
            subject matter hereof.

         F. No modification of or amendment to this Agreement, nor any waiver of any rights
            under this Agreement, shall be effective unless in writing signed by the Client and the
            Fund Manager.

         G. Should any provision or provisions of this Agreement and/or its conditions be illegal
            or not enforceable, it or they shall be considered separate and severable from this
            Agreement and its remaining provisions and conditions shall remain in force and be
            binding upon the parties hereto as though they said provision or provisions or
            conditions had never been included.

         H. This Agreement shall be governed in accordance with the laws of the State of
            ___________.

        IN WITNESS WHEREOF the Parties have executed this Agreement on the day and
year first written above.




_______________________________                                    ________________________________
Witness:                                                           Client


                                                                      (FUND MANAGER)
                                                                      Per:

                                                                      _______________________________
                                                                      Name:
                                                                      Title:
                                                                      I have authority to bind the Company.




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DOCUMENT INFO
Description: This is an agreement between a client and a fund manager whereby the client engages the services of the fund manager for the purposes of making investment decisions on the client’s behalf. The agreement includes the services to be provided, the fees, and sets out the powers, duties and obligations of the fund manager. It contains numerous standard provisions as well as opportunities for customization to address the specific needs of the parties. This document is ideal for any individual or entity that wants to hire a qualified fund manager to make investment decisions on their behalf.