Common use of General Services Clause in Contracts

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as a consultant to the Company, and the Executive hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such position, and the Executive also agrees to accept such position in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President of the Company, or upon the advice or instructions of such other director or officer of the Company as the President of the Company shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as a consultant to an employee of the Company, and the Executive hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such position, and the Executive also agrees to accept such position in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President of the Company, or upon the advice or instructions of such other director or officer of the Company as the President of the Company shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive Consultant as a consultant to the Company, and the Executive Consultant hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive Consultant by, the Board of Directors consistent with such position, and the Executive Consultant also agrees to accept such position in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive Consultant and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive Consultant and, through the Consultant, ▇▇. ▇▇▇▇▇▇, shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive Consultant each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive Consultant shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the CompanyBoard of Directors, or upon the advice or instructions of such other director or officer of the Company as the President Chairman of the Company Board of Directors shall, from time to time, designate in times of the PresidentChairman of the Board of Director's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive Employee as a consultant to the Chief Financial Officer and Director of the Company, and the Executive Employee hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive Employee by, the Board of Directors consistent with such position, and the Executive Employee also agrees to accept such position in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive Employee and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive Employee shall initially commit and provide to the Company Companies the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive Employee each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive Employee shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President of the Company, or upon the advice or instructions of such other director or officer of the Company as the President of the Company shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company Companies hereby agrees agree to retain the Executive Employee as a consultant to the CompanyVice-President of Business and Corporate Development of each of the Companies, and the Executive Employee hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive Employee by, the Board of Directors of the Company (the "Board of Directors" herein) consistent with such positionpositions, and the Executive Employee also agrees to accept such position positions in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive Employee and as may be necessary for the ongoing maintenance and development of the Company's Companies' various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive Employee shall initially commit and provide to the Company Companies the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive Employee each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive Employee shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President of the Company, or upon the advice or instructions of such other director or officer of the Company as the President of the Company shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as a consultant to the President and Chief Executive Officer of the Company, and the Executive hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such positionpositions, and the Executive also agrees to accept such position positions in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the Board of Directors of the Company, or upon the advice or instructions of such other director or officer of the Company as the President Chairman of the Board of Directors of the Company shall, from time to time, designate in times of the PresidentChairman's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. 5.1 During the Initial Term and during the continuance of this Agreement the Company hereby agrees to appoint and to retain the Executive as a consultant to Director and as the President and Chief Executive Officer of the Company, and the respectively. The Executive hereby agrees to be subject to the direction and supervision of, and to have the such authority as is delegated to the Executive by, the Board of Directors of the Company (the "Board"), consistent with such position, and the positions. The Executive also agrees to accept such position positions in order to carry out the duties of a Director and to provide such related management services, associated with the positions of President and operational services Chief Executive Officer, as the Board of Directors shallmay, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, herein collectively described as the "General ServicesGENERAL SERVICES"); it . 5.2 It being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially will commit to and provide to the Company the General Services on a reasonably full-time the basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelowherein. In this regard it is hereby acknowledged and agreed that the Executive, as President and Chief Executive Officer, shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the CompanyBoard, or upon the advice or instructions of such other director Director or officer of the Company as the President of the Company shallChairman may, from time to time, designate in times of the President's absenceas necessary, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board and shall have direct responsibility to the Audit Committee and the Board of DirectorsDirectors as a whole. 5.3 Without in any manner limiting the generality of the General Services to be provided as set forth in Section 5.1 and 5.2 herein and subject to the provisions of letter "G" of the Recitals hereof, it is hereby also acknowledged and agreed that Executive will, during the continuance of this Agreement, devote a substantial amount of professional and business effort, energy and enterprise, both as to the time and commitment, to the General Services. 5.4 The Executive will perform the said General Services faithfully, diligently, to the best of the Executive's capabilities with the resources at its disposal and in the best interests of the Company. 5.5 Included in the general definition and meaning of General Services, hereunder, are those duties, responsibilities and obligations that the Executive has agreed to be bound by as a Director. 5.6 In any event the Executive will not engage in any activity which is in a conflict of interests with its engagement under this Agreement or contrary to the best interests of the Company.

General Services. During the Initial Term and during the continuance of this Agreement the Company Companies hereby agrees agree to retain the Executive Employee as a consultant to the CompanyVice-President of Sales and Marketing of each of the Companies, and the Executive Employee hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive Employee by, the Board of Directors of the Company (the "Board of Directors" herein) consistent with such positionpositions, and the Executive Employee also agrees to accept such position positions in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive Employee and as may be necessary for the ongoing maintenance and development of the Company's Companies' various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive Employee shall initially commit and provide to the Company Companies the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive Employee each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive Employee shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President of the Company, or upon the advice or instructions of such other director or officer of the Company as the President of the Company shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive Consultant as a consultant to the Company, and the Executive Consultant hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive Consultant by, the Board of Directors consistent with such position, and the Executive Consultant also agrees to accept such position in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive Consultant and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive Consultant and, through the Consultant, ▇▇. ▇▇▇▇▇▇, shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive Consultant each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive Consultant shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the CompanyBoard of Directors, or upon the advice or instructions of such other director or officer of the Company as the President Chairman of the Company Board of Directors shall, from time to time, designate in times of the PresidentChairman of the Board of Director's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. 5.1 During the Initial Term and during the continuance of this Agreement the Company hereby agrees to appoint and to retain the Executive as a consultant to Director and as the President and Chief Executive Officer of the Company, and the respectively. The Executive hereby agrees to be subject to the direction and supervision of, and to have the such authority as is delegated to the Executive by, the Board of Directors of the Company (the "Board"), consistent with such position, and the positions. The Executive also agrees to accept such position positions in order to carry out the duties of a Director and to provide such related management services, associated with the positions of President and operational services Chief Executive Officer, as the Board of Directors shallmay, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, herein collectively described as the "GENERAL SERVICES"). Westhampton hereby approves of the appointment of the Executive to fulfill the General Services"); it . 5.2 It being expressly acknowledged and agreed by the Parties hereto that the Executive shall will initially commit to and provide to the Company the General Services on a reasonably full-time the basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelowherein. In this regard it is hereby acknowledged and agreed that the Executive, as President and Chief Executive Officer, shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the CompanyBoard, or upon the advice or instructions of such other director Director or officer of the Company as the President of the Company shallChairman may, from time to time, designate in times of the President's absenceas necessary, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board Board. 5.3 Without in any manner limiting the generality of Directorsthe General Services to be provided as set forth in Section 5.1 and 5.2 herein and subject to the provisions of letter "G" of the Recitals hereof, it is hereby also acknowledged and agreed that Executive will, during the continuance of this Agreement, devote a substantial amount of professional and business effort, energy and enterprise, both as to the time and commitment, to the General Services. 5.4 The Executive will perform the said General Services faithfully, diligently, to the best of the Executive's capabilities with the resources at its disposal and in the best interests of the Company, taking into account the employment obligations of the Executive to Westhampton. 5.5 Included in the general definition and meaning of General Services, hereunder, are those duties, responsibilities and obligations that the Executive has agreed to be bound by as a Director. 5.6 In any event the Executive will not engage in any activity which is in a conflict of interests with its engagement under this Agreement or contrary to the best interests of the Company or Westhampton. In that regard, the Executive, Westhampton and the Company shall regularly consult and make necessary and appropriate records available to one another to assure them, and each of them, that no potential or actual conflict of interest arises in the performance of the responsibilities hereunder by the Executive.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as a consultant the Chief Executive Officer of the Company and to any or all of the Company's subsidiaries, as the case may be, and as may be determined by the Board of Directors in its sole and absolute discretion from time to time, and the Executive hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such positionpositions, and the Executive also agrees to accept such position positions in order to provide such corporate management related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's Companies' various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles Article "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Board of the CompanyDirectors, or upon the advice or instructions of such other director or officer of the Company as the President Board of the Company Directors shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as a consultant to the Company, and the Executive hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such position, and the Executive also agrees to accept such position in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President of the Company, or upon the advice or instructions of such other director or officer of the Company as the President of the Company shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as a consultant to the President and Chief Executive Officer of each of the Company, and the Executive hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such positionpositions, and the Executive also agrees to accept such position positions in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's ’ various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "“General Services"”); it being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "“4" ” hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the Board of Directors of the Company, or upon the advice or instructions of such other director or officer of the Company as the President Chairman of the Board of Directors of the Company shall, from time to time, designate in times of the President's Chairman’s absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as a consultant to the Company, and the Executive hereby agrees agrees, through ▇▇. ▇▇▇, to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such position, and the Executive also agrees to accept such position in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly initially acknowledged and agreed by the Parties that the Executive's initial and required General Services under the terms and conditions of this Agreement are particularly described in Schedule "A" which is attached hereto and which forms a material part hereof; and it being also acknowledged and agreed by the Parties that the Executive shall initially commit and provide to the Company the General Services on a reasonably fullpart-time basis (meaning approximately two business days during each week at the moment) during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President of the Company, or upon the advice or instructions of such other director or officer of the Company as the President of the Company shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as the Chief Executive Officer of the Company, together with the Executive's Company as a consultant to the Company and to any or all of the Company's subsidiaries, as the case may be, and as may be determined by the Board of Directors in its sole and absolute discretion from time to time, and the Executive Group hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive Group by, the Board of Directors consistent with such positionpositions, and the Executive Group also agrees to accept such position positions in order to provide such corporate management related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive Group and as may be necessary for the ongoing maintenance and development of the Company's Companies' various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General ServicesGENERAL SERVICES"); it being expressly acknowledged and agreed by the Parties hereto that the Executive Group shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive Group each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive Group shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Board of the CompanyDirectors, or upon the advice or instructions of such other director or officer of the Company as the President Board of the Company Directors shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company Companies hereby agrees to retain the Executive as a consultant to the CompanyPresident and Chief Executive Officer of each of the Companies, and the Executive hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such positionpositions, and the Executive also agrees to accept such position positions in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's Companies' various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially commit and provide to the Company Companies the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the Board of Directors of the Company, or upon the advice or instructions of such other director or officer of the Company as the President Chairman of the Board of Directors of the Company shall, from time to time, designate in times of the PresidentChairman's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. 5.1 During the Initial Term and during the continuance of this Agreement the Company hereby agrees to appoint and to retain the Executive as a consultant to the President/Chief Executive Officer, Secretary and Treasurer/Chief Financial Officer of the Company, and the respectively. The Executive hereby agrees to be subject to the direction and supervision of, and to have the such authority as is delegated to the Executive by, the Board of Directors of the Company (the “Board”), consistent with such position, and the positions. The Executive also agrees to accept such position in order to provide such related management services, associated with the positions of President/Chief Executive Officer, Secretary and operational services Treasurer/Chief Financial Officer, as the Board of Directors shallmay, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's ’s various Business interests during the Initial Term and during the continuance of this Agreement (collectively, herein collectively described as the "“General Services"”); it . 5.2 It being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially will commit to and provide to the Company the General Services on a reasonably full-time the basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelowherein. In this regard it is hereby acknowledged and agreed that the Executive, as President/Chief Executive Officer, Secretary and Treasurer/Chief Financial Officer, shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Board of Directors and shall have direct responsibility to the Board of Directors as a whole. 5.3 Without in any manner limiting the generality of the General Services to be provided as set forth in Section 5.1 and 5.2 herein and subject to the provisions of letter “F” of the Recitals hereof, it is hereby also acknowledged and agreed that Executive will, during the continuance of this Agreement, devote a substantial amount of professional and business effort, energy and enterprise, both as to the time and commitment, to the General Services. 5.4 The Executive will perform the said General Services faithfully, diligently, to the best of the Executive’s capabilities with the resources at its disposal and in the best interests of the Company. 5.5 Included in the general definition and meaning of General Services, hereunder, are those duties, responsibilities and obligations that the Executive has agreed to be bound by as a Director. 5.6 In any event the Executive will not engage in any activity which is in a conflict of interests with its engagement under this Agreement or upon contrary to the advice or instructions of such other director or officer best interests of the Company. In that regard, the Executive and the Company as shall regularly consult and make necessary and appropriate records available to one another to assure them, and each of them, that no potential or actual conflict of interest arises in the President performance of the Company shall, from time to time, designate in times of responsibilities hereunder by the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of DirectorsExecutive.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as the Chief Executive Officer of the Company, together with the Executive's Company as a consultant to the Company and to any or all of the Company's subsidiaries, as the case may be, and as may be determined by the Board of Directors in its sole and absolute discretion from time to time, and the Executive Group hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive Group by, the Board of Directors consistent with such positionpositions, and the Executive Group also agrees to accept such position positions in order to provide such corporate management related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive Group and as may be necessary for the ongoing maintenance and development of the Company's Companies' various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General GENERAL Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive Group shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, -- CEO EXECUTIVE SERVICES AGREEMENT -- -- NATURALLY ADVANCED TECHNOLOGIES INC. -- hereby agrees to pay and provide to the order and direction of the Executive Group each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive Group shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Board of the CompanyDirectors, or upon the advice or instructions of such other director or officer of the Company as the President Board of the Company Directors shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as a consultant to the CompanyPresident and Chief Executive Officer of each of the Companies, and the Executive hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such positionpositions, and the Executive also agrees to accept such position positions in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's Companies' various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially commit and provide to the Company Companies the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the Board of Directors of the Company, or upon the advice or instructions of such other director or officer of the Company as the President Chairman of the Board of Directors of the Company shall, from time to time, designate in times of the PresidentChairman's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as a consultant to the Company, and the Executive hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such position, and the Executive also agrees to accept such position in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President of the Company, or upon the advice or instructions of such other director or officer of the Company as the President of the Company shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as the Chief Executive Officer of the Company, together with the Executive's Company as a consultant to the Company and to any or all of the Company's subsidiaries, as the case may be, and as may be determined by the Board of Directors in its sole and absolute discretion from time to time, and the Executive Group hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive Group by, the Board of Directors consistent with such positionpositions, and the Executive Group also agrees to accept such position positions in order to provide such corporate management related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive Group and as may be necessary for the ongoing maintenance and development of the Company's Companies' various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General GENERAL Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive Group shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive Group each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive Group shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Board of the CompanyDirectors, or upon the advice or instructions of such other director or officer of the Company as the President Board of the Company Directors shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company Companies hereby agrees to retain the Executive as a consultant to the CompanySecretary, Treasurer, Chief Financial Officer and Chief Operating Officer of each of the Companies, and the Executive hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such positionpositions, and the Executive also agrees to accept such position positions in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's Companies' various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially commit and provide to the Company Companies the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the Board of Directors of the Company, or upon the advice or instructions of such other director or officer of the Company as the President Chairman of the Board of Directors of the Company shall, from time to time, designate in times of the PresidentChairman's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company Companies hereby agrees agree to retain the Executive Consultant as a consultant to and on behalf of the CompanyCompanies, or to and on behalf of any of the Executive hereby agrees to Companies’ respective subsidiaries, as the case may be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, may be determined by the Board of Directors consistent with such positionof the Company, from time to time, and in its sole and absolute discretion, and the Executive also Consultant hereby agrees to accept such position in order to provide such qualified management consulting and related management and operational services as may be determined by the Board of Directors shallDirectors, from time to time, reasonably assign and in its sole and absolute discretion, in order to develop the Executive and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during of the Initial Term and Company during the continuance of this Agreement (collectively, the "“General Services"”); it being expressly initially acknowledged and agreed by each of the Parties hereto that the Executive Consultant’s initial and required General Services under the terms and conditions of this Agreement are particularly described in Schedule “A” which is attached hereto and which forms a material part hereof; and it being further acknowledged and agreed by each of the Parties hereto that the Consultant shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees agree to pay and provide to the order and direction of the Executive Consultant each of the proposed compensation amounts Options (as set forth hereinafter determined) and Expense (as hereinafter determined) payment reimbursements in Articles "accordance with Article “4" ” hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President of the Company, or upon the advice or instructions of such other director or officer of the Company as the President of the Company shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive employEmployee as a consultant to the Company, its President and CEO and the Executive Employee hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive him by, the Board of Directors consistent with such position, and the Executive Employee also agrees to accept such position in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive Employee and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive Employee shall initially commit and provide to the Company the General Services on a reasonably fullnon-time exclusive, however, priority basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive Employee each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive Employee shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the Board of Directors of the Company, or upon the advice or instructions of such other director or officer of the Company as the President Chairman of the Board of Directors of the Company shall, from time to time, designate in times of the PresidentChairman's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. 5.1 During the Initial Term and during the continuance of this Agreement the Company hereby agrees to appoint and to retain the Executive as a consultant to Director and as the President and Chief Executive Officer of the Company, and the respectively. The Executive hereby agrees to be subject to the direction and supervision of, and to have the such authority as is delegated to the Executive by, the Board of Directors Directors, consistent with such position, and the positions. The Executive also agrees to accept such position positions in order to carry out the duties of a Director and to provide such related management services, associated with the positions of President and operational services Chief Executive Officer, as the Board of Directors shallmay, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, herein collectively described as the "GENERAL SERVICES"). ▇▇▇▇▇▇ hereby approves of the appointment of the Executive to fulfill the General Services"); it . 5.2 It being expressly acknowledged and agreed by the Parties hereto that the Executive shall will initially commit to and provide to the Company the General Services on a reasonably full-time the basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelowherein. In this regard it is hereby acknowledged and agreed that the Executive, as President and Chief Executive Officer, shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the Board of Directors of the Company, or upon the advice or instructions of such other director Director or officer of the Company as the President Chairman of the Board of Directors of the Company shall, from time to time, designate in times of the PresidentChairman's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors. 5.3 Without in any manner limiting the generality of the General Services to be provided as set forth in Section 5.1 and 5.2 herein and subject to the provisions of letter "G" of the Whereas Clauses hereof, it is hereby also acknowledged and agreed that Executive will, during the continuance of this Agreement, devote a substantial amount of professional and business effort, energy and enterprise, both as to the time and commitment, to the General Services. 5.4 The Executive will perform the said General Services faithfully, diligently, to the best of the Executive's capabilities with the resources at its disposal and in the best interests of the Company, taking into account the employment obligations of the Executive to ▇▇▇▇▇▇. 5.5 Included in the general definition and meaning of General Services, hereunder, are those duties, responsibilities and obligations that the Executive has agreed to be bound by as a Director. 5.6 In any event the Executive will not engage in any activity which is in a conflict of interests with its engagement under this Agreement or contrary to the best interests of the Company or ▇▇▇▇▇▇. In that regard, the Executive, ▇▇▇▇▇▇ and the Company shall regularly consult and make necessary and appropriate records available to one another to assure them, and each of them, that no potential or actual conflict of interest arises in the performance of the responsibilities hereunder by the Executive.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as a consultant to the Company, and the Executive hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such position, and the Executive also agrees to accept such position in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles Article "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the CompanyBoard of Directors of the Company (the "Chairman"), or upon the advice or instructions of such other director or officer of the Company as the President of the Company Chairman shall, from time to time, designate in times of the PresidentChairman's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive as a consultant to the Secretary and Chief Financial Officer of the Company, and the Executive hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such positionpositions, and the Executive also agrees to accept such position positions in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially commit and provide to the Company the General Services on a reasonably fullpart-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the Board of Directors of the Company, or upon the advice or instructions of such other director or officer of the Company as the President Chairman of the Board of Directors of the Company shall, from time to time, designate in times of the PresidentChairman's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company Companies hereby agrees agree to retain retain, the Consultant as the Chairman and Chief Executive as a consultant to Officer of each of the CompanyCompanies, and the Executive Consultant hereby agrees to be subject to TO the direction and supervision of, and to have the authority as is delegated to the Executive Consultant by, the Board of Directors of the Company (the "BOARD OF DIRECTORS") consistent with such positionpositions, and the Executive Consultant also agrees to accept accept: such position positions in order to provide such such, related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive Consultant and as may be necessary for the ongoing maintenance and development of the Company's Companies' various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General ServicesGENERAL SERVICES"); it being expressly acknowledged and agreed by the Parties hereto that the Executive Consultant shall initially commit and provide to the Company Companies the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive Consultant each of the proposed compensation amounts Fee (as set forth hereinafter determined). Bonus (as hereinafter determined), Expense (as hereinafter determined) payment reimbursements, Options (as hereinafter determined), Additional Options (as hereinafter determined), Vacation (as hereinafter determined) pay. Benefits (as hereinafter determined) and Severance Package (as hereinafter determined) in accordance with Articles "3" and "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President of the Company, or upon the advice or instructions of such other director or officer of the Company as the President of the Company shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. 5.1 During the Initial Term and during the continuance of this Agreement the Company hereby agrees to appoint and to retain the Executive as a consultant to Director and as the Treasurer and Chief Financial Officer of the Company, and the respectively. The Executive hereby agrees to be subject to the direction and supervision of, and to have the such authority as is delegated to the Executive by, the Board of Directors of the Company (the "Board"), consistent with such position, and the positions. The Executive also agrees to accept such position positions in order to carry out the duties of a Director and to provide such related management services, associated with the positions of Treasurer and operational services Chief Financial Officer, as the Board of Directors shallmay, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, herein collectively described as the "General ServicesGENERAL SERVICES"); it . 5.2 It being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially will commit to and provide to the Company the General Services on a reasonably full-time the basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "4" hereinbelowherein. In this regard it is hereby acknowledged and agreed that the Executive Executive, as Treasurer and Chief Financial Officer, shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chief Executive Officer, and shall have direct responsibility to the Audit Committee and the Board of Directors as a whole. 5.3 Without in any manner limiting the generality of the General Services to be provided as set forth in Section 5.1 and 5.2 herein and subject to the provisions of letter "G" of the Recitals hereof, it is hereby also acknowledged and agreed that Executive will, during the continuance of this Agreement, devote a substantial amount of professional and business effort, energy and enterprise, both as to the time and commitment, to the General Services. 5.4 The Executive will perform the said General Services faithfully, diligently, to the best of the Executive's capabilities with the resources at its disposal and in the best interests of the Company. 5.5 Included in the general definition and meaning of General Services, hereunder, are those duties, responsibilities and obligations that the Executive has agreed to be bound by as a Director. 5.6 In any event the Executive will not engage in any activity which is in a conflict of interests with its engagement under this Agreement or upon contrary to the advice or instructions of such other director or officer best interests of the Company. In that regard, the Executive and the Company as shall regularly consult and make necessary and appropriate records available to one another to assure them, and each of them, that no potential or actual conflict of interest arises in the President performance of the Company shall, from time to time, designate in times of responsibilities hereunder by the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of DirectorsExecutive.

General Services. During the Initial Term and during the continuance of this Agreement any Renewal Period the Company hereby agrees to retain the Executive as a consultant to the Executive Vice President of the Company, and the Executive hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive by, the Board of Directors consistent with such position, and the Executive also agrees to accept such position in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive and as may be necessary for the ongoing maintenance and development of the Company's ’s various Business interests during the Initial Term and during the continuance of this Agreement any Renewal Period (collectively, the "“General Services"”); it being expressly acknowledged and agreed by the Parties hereto that the Executive shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement any Renewal Period for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive each of the proposed compensation amounts as set forth in Articles "“4" ” hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President of the Company, or upon the advice or instructions of such other director or officer of the Company as the President of the Company shall, from time to time, designate in times of the President's ’s absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive Consultant as a consultant to the Company, and the Executive Consultant hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive Consultant by, the Board of Directors consistent with such position, and the Executive Consultant also agrees to accept such position in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive Consultant and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive Consultant shall initially commit and provide to the Company the General Services on a reasonably full-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive Consultant each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive Consultant shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President of the Company, or upon the advice or instructions of such other director or officer of the Company as the President of the Company shall, from time to time, designate in times of the President's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive Consultant as a consultant to the Company, and the Executive Consultant hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive Consultant by, the Board of Directors consistent with such position, and the Executive Consultant also agrees to accept such position in order to provide such related management and operational advisory services as the Board of Directors shall, from time to time, reasonably assign to the Executive Consultant and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive Consultant shall initially commit and provide to the Company the General Services on a reasonably fullpart-time basis generally not to exceed 40 hours per workweek during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelowherein, hereby agrees to pay and provide to the order and direction of the Executive Consultant each of the proposed compensation amounts as set forth in Articles "4" hereinbelowherein. In this regard it is hereby acknowledged and agreed that the Executive Consultant shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chief Executive Officer of the Company, or upon the advice or instructions of such other director or officer of the Company as the President of the Company Chief Executive Officer shall, from time to time, designate in times of the PresidentChief Executive Officer's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.

General Services. During the Initial Term and during the continuance of this Agreement the Company hereby agrees to retain the Executive Consultant as a management consultant to the Company, and the Executive Consultant hereby agrees to be subject to the direction and supervision of, and to have the authority as is delegated to the Executive Consultant by, the Board of Directors consistent with such position, and the Executive Consultant also agrees to accept such position in order to provide such related management and operational services as the Board of Directors shall, from time to time, reasonably assign to the Executive Consultant and as may be necessary for the ongoing maintenance and development of the Company's various Business interests during the Initial Term and during the continuance of this Agreement (collectively, the "General Services"); it being expressly acknowledged and agreed by the Parties hereto that the Executive Consultant shall initially commit and provide to the Company the General Services on a reasonably fullpart-time basis during the Initial Term and during the continuance of this Agreement for which the Company, as more particularly set forth hereinbelow, hereby agrees to pay and provide to the order and direction of the Executive Consultant each of the proposed compensation amounts as set forth in Articles "4" hereinbelow. In this regard it is hereby acknowledged and agreed that the Executive Consultant shall be entitled to communicate with and shall rely upon the immediate advice, direction and instructions of the President Chairman of the Board of Directors of the Company, or upon the advice or instructions of such other director or officer of the Company as the President Chairman of the Board of Directors of the Company shall, from time to time, designate in times of the PresidentChairman's absence, in order to initiate, coordinate and implement the General Services as contemplated herein subject, at all times, to the final direction and supervision of the Board of Directors.