TeamAbsolute
T FE A M a SO U e 2277 Highway 36 West, Suite 160
Roseville, MN 55113
Main: 612-746-4070
Fax: 612-746-4071
MAS F ER S ERVICES AGREEMENT
= TeamAbsolute has the right to hire assistants as subcontractors, or to use employees to provide the services
required by this Agreement.
= TeamAbsolute or TeamAbsolute's employees or subcontractors shall perform the services required by this
Agreement; Client shall not hire, supervise or pay any assistants to help TeamAbsolute.
«Neither TeamAbsotute nor TeamAbsolute’s employees or subcontractors shall receive any training from Client in
the skills necessary to perform the services required by this Agreement.
=" Client shall not require TeamAbsolute or TeamAbsoiute’s employees or subcontractors to devote full time to
performing the services required by this Agreement.
=" Neither TeamAbsolute nor TeamAbsolute’s employees or subcontractors are eligible to participate in any employee
pension, health, vacation pay, sick pay or other fringe benefit plan of Client.
13. SERVICE LEVEL AGREEMENTS.
TeamAbsolute shall abide by the service level responsibilities set forth in the current Standard Operating Procedures for
TeamAbsolute. EXHIBIT C, the Service Level Agreement.
14. OTHER PROVISIONS.
14.1 Governing Law. This Agreement and all matters relating to this Agreement shall be construed and controlled by the
laws of the State of Minnesota without regard to conflicts of law provisions.
14,2 Independent contractors. The parties will have the status of independent contractors, and nothing in this
Agreement will be deemed to place the parties in any other relationship, including employer-employee, principal-agent,
partners or joint ventures.
14.3 Assignment. Neither party may transfer or assign this Agreement and/or the use of Service, without the express
prior written consent of the other party (which consent shall not be unreasonably withheld). Notwithstanding the foregoing,
either party may assign this Agreement in connection with a merger or a sale of all or substantially all of its assets or capital
stock. Any transfer or assignment in violation hereof shall be null and void.
14.4 Non-cumulative Remedies. No remedy conferred by any of the specific provisions of this Agreement is intended to
be exclusive of any other remedy, and each and every remedy shall be cumulative and shall be in addition to every other
remedy given hereunder now or hereafter existing at law or in equity or by statute or otherwise. The election of any one or
more remedies by a party shall not constitute a waiver of the right to pursue other available remedies.
14.5 Authority. Each party represents and warrants that it has full power and authority to enter into and perform this
Agreement, and the person signing this Agreement on behalf of each party has been properly authorized and empowered to
enter into this Agreement. EACH PARTY FURTHER ACKNOWLEDGES THAT IT HAS READ THIS AGREEMENT, UNDERSTANDS IT,
AND AGREES TO BE BOUND BY IT.
14.6 Notices. Any notices or other communications required or permitted to be given by this Agreement must be
(a) given in writing and personally delivered or mailed by prepaid express, certified or registered mail or
(b) made by facsimile delivered or transmitted to the party to whom such notice or communication is directed,
addressed to the parties as set forth below:
To TeamAbsolute: To Client:
TeamAbsolute Client Name
Kent Jacobson Client Contact
President & CEO Client Contact Title
2277 Highway 36 West, Ste. 160 Address 1
TeamAbsolute, © 2014 Page 11 of 14
Proprietary and Confidential
