CONSULTING AGREEMENT
THIS AGREEMENT, dated May 14, 2001, is by and between: Xxxx X. Xxxxxx, an
independent contractor, having its principal place of business at 000 Xxxx
00xx xxxxxx (hereafter referred to as "the Consultant").
And
R-TEC Technologies, Inc. a New Jersey Corporation having its principal place
of business at 00 Xxxxxx Xx., Xxxxxxxx, XX 00000 (Hereafter referred to as
the "Client").
The Company hereby retains Consultant to:
To perform product marketing services for client's products including
but not limited to:
1) To create a marketing plan for the client's products:
RIPEFULLY YOURS, R-TECT REACTIVE PAINTS, R-TEC Anti-Bacterial Disposable
Filter, RIPEFULLY YOURS MORGUE FILTER. This plan will assist the client
in developing a strategy in order to reach the targeted customers that
these products can be distributed and sold to.
2) To identify potential alliances that can facilitate
distribution of all products, be it large companies who will manufacture and
distribute the product(s) into retail stores, and also potential licensors
that will purchase a license for a territory.
3) Assist the Client in establishing a brand name in environmental
Technology.
For these services, the Client agrees to retain the Consultant for $150,000
(USD) for services rendered, this due immediately or can be broken up over
two payments. As a marketing consultant I may need to hire additional
professionals, or consulting firms in order to carry out the requirements of
the Client's needs as stated in this contract.
In the event the client does not have the ability to compensate the client in
cash (USD), the consultant will accept an issuance of the client's common
stock, 300,000 shares of the client company's common stock, issued for
services performed. Due to the fact that the consultant is operating a fee
based service, and will most likely have to hire additional professionals,
and consultants to meet the needs of the client, the consultant will require
registered paper that is liquid as needed for the Consultant to perform above
described duties.
Company understands and agrees that there are no guarantees and nor
representations have been made, implied or otherwise inferred to the Client
other than what has been stated in this Agreement.
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It is understood and agreed that (1) the Consultant is receiving data that
may or may not have been subject to audit; (2) the Consultant has no
responsibility under this Agreement to conduct an audit and (3) the Company
has an affirmative duty to inform any person or business entity relying on
said information or conclusions based upon it and that the Consultant did not
perform any audits. Accordingly, the Company agrees to indemnify and hold
Consultant harmless as it relates to the accuracy of the information provided
to Consultant and published thereafter to any person or business entity who
may come either to rely for accuracy upon said information or conclusions
based upon It. In the event that there has been misstatements, or
inaccuracies that are in relation to predecessor events to this agreement,
than the Company shall indemnify the Consultant and hold them harmless.
It is also understood that the Consultant is being hired as an independent
contractor, and may be required to being on additional professionals and/or
companies to assist the Client in meeting their product marketing needs. The
Consultant will not be considered an employee of the client, nor will the
client have to enter an employment agreement with the consultant for services.
The Consultant is not acting to:
* raise capital,
* or in an investor nor financial relations capacity,
the Consultant is being retained only to create and help the client execute
on marketing plan for the client's product(s); RIPEFULLY YOURS, R-TECT
REACTIVE PAINTS, R-TEC ANTI BACTERIAL DISPOSABLE FILTER, RIPEFULL YOURS
Morgue Filter.
In the event of a dispute that cannot be resolved by the parties, the parties
agree to binding arbitration by the American Arbitration Association or any
other agency acceptable by both parties. Arbitration will be held in a
manner and place acceptable to both parties.
It is understood and agreed that the Company may undergo substantial
reorganization to create a viable and profitable business concern or business
concerns. Therefore, all parties contemplate that this Agreement will
continue to apply to successors, affiliates, heirs and assigns of the Client.
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This Agreement shall not be binding or become effective until and unless
accepted by and signed by the Company and Consultant.
ACCEPTED AND AGREED TO:
R-Tec, Corp:
/s/
The Client
Xxxx Xxxxxx, Independent Contractor:
/s/ Xxxx Xxxxxx
The Consultant
Witness:
/s/
The Witness
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