SAMPLE CONTRACT
ITASM (ITA Sports Management)
Share The Dream Club
Marco Trungelliti
This AGREEMENT of SPONSORSHIP PARTNERSHIP is made as of 1st August 2010 by and between the undersigned Partners.
I. Formation
The undersigned hereby form a Shareholding Agreement in accordance with UK law.
II. Name
The name of the Shares shall be Marco Trungelliti. (The Player)
III. Term
The Partnership shall begin on and shall continue until of the same year and thereafter from year to year until the completion of a 10 year term.
IV. Purpose
The purpose of the Partnership shall be to invest in shares in The Player and by so doing, finance the training and competitive management of the player while employing fundamental principles and techniques of sound investment practices.
V. Meetings
Periodic meetings shall be held regularly as determined by the Partnership. Such meetings to be held annually, but no more than 4 times per annum.
VI. Capital Contributions
The Partners will each make a one-off payment of £120. This shall represent a single share of the Players contract agreement for agreed tournament winnings & prize monies, from the players competitive tennis matches. There will be a maximum of 1000 shares sold by ITASM. Each share will be entitled to its value as a proportion of winnings and prize monies received by ITASM under its contract with the player (See schedule A for details).
VII. Valuation of the Partnership
The current value of the assets of the Partnership, less the current value of the debts and liabilities of the Partnership (hereinafter referred to as the "value of the Partnership") shall be determined at a regularly scheduled date and time (hereinafter referred to as the "valuation date") preceding the date of each periodic meeting.
VIII. Capital Accounts
There shall be maintained a capital account in the name of each Partner. Any increase or decrease in the value of the Partnership on any valuation date shall be credited/debited respectively, to each Partner's capital account on that date. Any other method of valuating each Partner's capital account may be substituted for this method, provided the substituted method results in exactly the same valuation as previously provided herein. Each Partner's contribution to the Partnership shall be to that Partner's capital account.
IX. Management
Except as otherwise determined, all decisions shall be made by the Partners known in this contract as ITASM (ITA Sports Management).
X. Sharing of Profits and Losses
Net profits of the Partnership shall accrue to the Partners, in proportion to the value of each of their capital accounts. Any losses borne by any Partner herein will be limited to their original subscription.
XI. Books of Account
The Books of Account shall be a complete set of accounts, consisting of assets, liabilities, individual Partnership accounts, and appropriate revenue and expense accounts. It shall use the double-entry accounting system. Books of Account of the transactions of the Partnership shall be kept and at all times be available and open to inspection and examination by any Partner, with reasonable notice.
XII. Annual Accounting and Partnership Audit Committee
Each calendar year, a full and complete account of the condition of the Partnership shall be made to the Partners. The Annual Accounting for the preceding year shall take place at the Annual Meeting.
All financial transactions may be reviewed six-monthly by an ITA Sports Management Partnership Audit Committee.
XIII. Bank Account
A Partnership bank account will be opened and maintained by ITASM
XIV. Broker Account
The Partners herein known as ITA Sports Management shall be a broker with respect to the purchase or sale of securities
XV. No Compensation
No additional expenses shall be incurred by the Partners however no Partner shall be compensated for additional expenses that are self incurred.
XVI. Additional Partners
Additional Partners may be admitted at any time, upon the majority consent of the Partners, so long as the number of Partners does not exceed 1000 shares.
XVII. Transfer of Investment
The Partnership may by agreement, transfer its current investment for the duration of the contract term to a replacement ITASM interest should the player in this contract for any reason be deemed unfit for further investment. This would be determined through a signed joint agreement with ITASM and the Partners whose capital accounts total a majority in value of the capital accounts of all the Partners. Written notice of a meeting where transfer of investment is to be considered shall include a specific reference to this matter. Written notice of the decision to transfer the investment shall be given to all the Partners. As an alternative payment shall be offered after payment of all the liabilities of the Partnership, and a final distribution of the remaining assets, either in cash or in kind, shall be made promptly to the Partners or to their personal representatives in proportion to each Partner's capital account.
XVIII. Forbidden Acts
No Partner shall:
§ have the right or authority to bind or oblige the Partnership to any extent whatsoever with regard to any matter outside the scope of the Partnership purpose;
§ except as provided in this agreement, without the unanimous consent of all the other Partners, assign, transfer, pledge, mortgage, or sell all or part of his or her interest in the Partnership to any other Partner or other person whomsoever, or enter into any agreement as the result of which any person or persons not a Partner shall become interested in the Partnership;
§ purchase an investment for the Partnership where less than the full purchase price is paid for same;
§ use the Partnership name, credit, or property for other than Partnership purposes;
§ commit any act detrimental to the interests of the Partnership or any act that would make it impossible to carry on the business or affairs of the Partnership
Execution
This Agreement of Partnership shall be binding upon the respective heirs, executors, administrators, and personal representatives of the Partners.
The Partners have caused this Agreement of Partnership to be executed and invested into on the dates indicated below, to become effective as of the date indicated above.
Schedule A
SCHEDULE A
The ITASM / MARCO TRUNGELLITI (The Player) Competitive Contact Agreement
ITASM will provide The Player with all items below and pay for all expenses in relation to those items below provided by ITA, up to a maximum payment of €6000.00 per calendar month for a period of 20 calendar months. To a Total of €120,000.00.
· Full Time Tennis Training Programme (As set out from week to week by ITASM Coach)
· Tennis Club Membership & Tennis Court Fees
· All related expenses as agreed by the shareholders from time to time
The Player will provide ITASM with:
· 10% payment from all prize winnings and appearance payments for the full 10 year contracted period.
| No | Shareholders Name | Share Purchase Date | Number of Shares |
| 1 | ITA Sports Management | 1st October 2009 | 10 |
| 2 | Essential Sports Products | 4th October 2009 | 1 |
| 3 | Mikes Tennis Academy | 6th October 2009 | 2 |
| 4 | Venthams | 7th October 2009 | 4 |
| 5 | |||
| 6 | |||
| 7 | |||
| 8 | |||
| 9 | |||
| 10 |