This contract is entered into between the two parties, whose complete details are provided in the attached contracting form, referred to herein as "the First Party" (the owner / shareholders / Board of Directors - according to the company's bylaws) and "the Second Party" (the authorized manager / management company), collectively referred to as "the Parties". Under this binding contract, the First Party (the owner / shareholders / Board of Directors - according to the company's bylaws) agrees to appoint the Second Party (the authorized manager / management company) to manage and operate the company (or one of its branches or business units) specified in the appendices of this contract, on behalf of the owners, with specific authorities, and according to clear and measurable performance objectives, and an approved operational budget. The manager commits to accepting this management, exercising utmost professional care, achieving the agreed-upon objectives, fully complying with the company’s internal regulations, the laws regulating its activities, and providing periodic reports to the owners about the company’s performance and financial status. This contract aims to organize the relationship between the two parties on the basis of absolute transparency, commitment to results, precise distribution of powers and responsibilities, with strong guarantees for the owners to protect the company's assets and reputation, ensure business continuity, and protect the manager from any unjustified interference from the owners in the authorities delegated to him, in accordance with the provisions of the Egyptian Civil Code and the Companies Law, achieving administrative and financial stability for the company. The parties have agreed on the following:

Article (1) Contract Definitions
1- The terms and expressions set forth below - wherever mentioned in this contract - shall have the meanings indicated next to each of them, unless the context requires another meaning:
2- Contract: This refers to the company management agreement in its entirety, including its clauses and appendices, with its preface constituting an integral part thereof.
3- Owner (Principal): The First Party, which is the natural or legal person (or group of shareholders, or the Board of Directors as representative of the company) that owns or manages the company on behalf of the shareholders, and holds the legal authority to appoint the manager and grant him the necessary powers.
4- Manager (Authorized/Management Company): The Second Party, which is the natural or legal person (a specialized management company) appointed to manage the company, possessing the necessary experience and competence, and registered in the commercial registry if it is a legal entity, which undertakes to manage the company in accordance with the provisions of this contract, and exert the required professional diligence.
5- Company (the entity subject to management): The commercial, industrial, or service entity specified in Appendix (1) of this contract, which is managed under this contract, including its branches, units, assets, and current liabilities.
6- Delegated Powers: The authorities granted to the manager under Appendix (2) of this contract, which include, but are not limited to: (concluding commercial contracts, hiring and terminating employees (within the set limits), buying and selling assets (within the budget limits), opening bank accounts, signing checks and promissory notes, representing the company before others, and managing daily operations).
7- Operating Budget (Budget): The financial plan approved by the owners that defines the limits of spending on (operating expenses, salaries, marketing, maintenance, investments) during the contract period, as detailed in Appendix (3).
8- Key Performance Indicators (KPIs): The measurable criteria on the basis of which the manager's performance is evaluated, specified in Appendix (4), including (revenue growth rate, net profit margin, inventory turnover ratio, customer satisfaction, compliance with budget).
9- Periodic Reports: The financial and administrative reports that the manager is obliged to present to the owners, including (the monthly report of revenues and expenses, the quarterly operational performance report, the annual financial position report and strategic recommendations).
10- Dismissal (Termination): The termination of the management relations before the specified term, either by the owners (to dismiss the manager) or by the manager (his resignation), in accordance with the provisions of Article (8) of this contract.

Article (2) Management Scope and Powers (Limits of Action)
1- First: Scope of Management:
2- The owners entrust the manager, and the manager accepts this trust, to manage and operate the company (or the specified business unit) in all its operational, financial, marketing, and administrative aspects, in accordance with the strategic objectives defined in Appendix (1), while complying with the company's internal regulations, the bylaws, and applicable laws.
3- Second: Delegated Powers (Appendix 2):
4- The owners grant the manager the following powers, expressly and without limitation, without exceeding the limits of the approved budget (Article 4):
5- Financial Powers: Opening and managing bank accounts, signing checks and transfers (within the limits of  , and any amount exceeding this requires the owners' approval), purchasing operational materials and equipment, paying salaries and dues.