Coregenic Professional Services Contract
EXHIBIT
10.14
Coregenic
Professional Services Contract
THIS
AGREEMENT Is entered into this September 27’” by and between PocketFinder and
Coregenic.
1. Coregenic,
pursuant to the provisions of this agreement, is retained by PocketFinder to
provide all available resources including and not limited to: C#
programmers, SQL DB admin staff, technical advisors, security advisors, security
auditors, and network topology provisioning specialists.
2. PocketFinder
will agree to process the monthly retainers prior to each work
month. Time sheets will be emailed every following Monday morning for
the prior work week for all options.
Rates
set at $100 per hour starting with a Ten Thousand Dollar ($10,000)
retainer.
3. Ownership
or Work. Work shall be considered made-for-hire under the United
States Copyright Act and, at all stages of development, shall be and remain
the
sole and exclusive property of PocketFinder.
4. The
parties hereto acknowledge that during the course of Coregenic’s service to
PocketFinder pursuant to this agreement, it will become necessary or desirable
for PocketFinder to disclose to Coregenic a substantial amount of PocketFinder
Proprietary Information. Coregenic fully understands that the
maintenance of such information in strict confidence and the confinement of
its
use to PocketFinder is of vital importance to PocketFinder. Coregenic
agrees that the information and knowledge divulged to the Consultant by
PocketFinder or which Coregenic acquires In connection with or as a result
of
Coregenic’s services hereunder will be regarded by Coregenic as
confidential.
5. Coregenic
recognizes that all records and copies of records touching PocketFinder’s
operations, investigations and business made or received by Coregenic during
the
period of this agreement are and will be the exclusive property of PocketFinder,
and Coregenic will keep the same at all times in Coregenic’s custody and subject
to Coregenic’s control, and will surrender the same to PocketFinder Immediately
upon the request of PocketFinder, or upon completion to agreed upon
services.
6. This
agreement is effective on the above date entered into and will terminate upon
satisfactory completion of agreed upon services. PocketFinder or
Coregenic may terminate this agreement without cause upon thirty (30) days
written notification to the other party at the address shown in this
agreement. PocketFinder may terminate this agreement immediately upon
Coregenic’s refusal to, or inability to perform under the agreement or
Coregenic’s breach of this agreement. On termination of this
agreement, PocketFinder’s obligation to pay Consultant, except for services
already accrued or incurred, will forthwith cease and terminate.
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7. If
mutually agreeable to PocketFinder and Coregenic. this agreement may be
extended. Such extension will be documented by written amendment,
duly signed and dated by both parties.
8. This
agreement has been negotiated, executed and delivered in the State
California. The parties hereto agree that all questions pertaining to
the validity and interpretation of this agreement will be determined in
accordance with the laws of the State of California.
This
agreement and referenced attachments constitutes one phase of development
between the mentioned parties,
Dated
September 27, 2006
| By: POCKETFINDER LLC | By: COREGENIC LLC | |||
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