EX.10-04-Serivce Agreement
PROFESSIONAL SERVICES AGREEMENT
Xxxx Xxxxx
Address
Address
Telephone
This umbrella Personal Services Agreement is entered into effective May 6, 2003
between Xx. Xxxx Xxxxx ("Xx. Xxxxx") and Reclamation Consulting & Applications,
Inc. ("RCAI").
Date: May 7, 2003
Client: RCAI
Address: 00000 Xxxxxxxxx Xxxx., Xxxxx 000
Xxxx Xxxxxx, XX 00000 Telephone: 000 000 0000
Attention: Xxxxxx Xxxxxx Facsimile: 000 000 0000
1.0 SCOPE OF SERVICES
1.1 Xx. Xxxxx agrees to perform various ongoing services for RCAI, which are
to be described in a Memorandum of Services for each task requested by RCAI.
Each Memorandum of Services will be agreed to by both parties and made a part of
this overall agreement. The terms of each Memorandum of Services shall be
agreed to by both parties with respect to scope of work, time frame and
compensation.
1.2 Xx. Xxxxx shall perform the Services described in each Memorandum of
Services based upon information furnished to him by RCAI and Xx. Xxxxx shall be
entitled to rely upon such information. Xx. Xxxxx shall use his best efforts to
complete the Services in accordance with a mutually agreed upon schedule.
2.0 COMPENSATION AND PAYMENT
2.1 For each Memorandum of Services a specific compensation will be agreed
to by Xx. Xxxxx and RCAI.
2.2 RCAI shall reimburse Xx. Xxxxx for out of pocket expenses incurred by
Xx. Xxxxx under this Agreement.
2.3 Expenses shall be submitted on the 1st and 15th of each month and paid
within ten (10) business days of RCAI's receipt of an appropriate and supported
claim. Xx. Xxxxx shall be provided with a one-time advance payment of US$2,500
upon signature of contract.
3.0 RESPONSIBILITY
3.1 Xx. Xxxxx shall perform the Services as an independent consultant in
accordance with its own methods, the terms of this Agreement, and applicable
laws and regulations.
3.2 Xx. Xxxxx'x total liability to RCAI arising out of or in connection with
this Agreement shall not exceed twenty five percent (25%) of the total
compensation paid to Xx. Xxxxx under this Agreement, and RCAI agrees to release
Xx. Xxxxx from any liability in excess thereof.
3.3 Limitations of liability expressed in this Agreement shall apply even in
the event of the fault or negligence of the party whose liability is limited,
and shall extend to the directors, officers and employees, and related entities
of such property.
4.0 CHANGES
4.1 RCAI may, from time to time, request or approve changes within the
general scope of the Services, or may request or approve that Xx. Xxxxx perform
additional services or extra work.
5.0 FORCE MAJEURE
5.1 Neither party shall be considered in default in the performance of its
obligations hereunder to the extent that the performance of any such obligation
is prevented or delayed by any cause, existing or future, which is beyond the
reasonable control of such party.
6.0 TERMINATION
6.1 RCAI may terminate the Services at any time upon payment to Xx. Xxxxx of
an amount equal to all reasonable costs incurred as a result of such
termination.
6.2 Upon such termination, Xx. Xxxxx'x liability to RCAI arising out of or
in connection with the performance of the services shall cease.
IN WITHESS WHEREOF, the parties hereto have entered into this Agreement
effective as of the day and year first hereinabove written.
Xxxx Xxxxx RCAI
By
Signature Xxxxxx Xxxxxx, President
