Exhibit 10.3
Public Relations Agreement dated as of November 1, 2005 between the Company and
Xxxxxx X. Xxxxx & Company
November 1, 2005
Mr. Bon Xxxx Xxx
CEO and President
Sorell
Buk-ri 00, Xxxx Xxxx
Xxxxxx Xxxx, Xxxxx Xxxxx
Dear Xx. Xxx:
I am delighted with the decision of Sorell to retain Xxxxxx X. Xxxxx & Company,
Inc. and with to assure you that we shall apply our best efforts to carry out a
public relations and investor relations program consistent with our
conversations with Xxxx Xxxxxxx on this subject.
The following shall outline the mutual areas of responsibility in our program:
Xxxxxx X. Xxxxx & Company, Inc., shall begin a six-month program, commencing on
January 1, 2006 to continue through June 30, 2006. At the end of the six-month
period, on June 30, 2006, the program may be evaluated and may be extended for
an additional six-month period.
The agency shall introduce Sorell to brokerage firms; the month and hedge fund
managers and research departments of certain funds and institutions; analysts;
special situation people or special situation investing groups; and other
persons or entities who may have a direct interest in the stock - and the agency
shall continue to maintain communications with the above described after the
initial contact. Through a series of meetings in selected cities, the agency
shall begin and continue to maintain contact with the aforementioned. Contact
shall also be established and maintained by written correspondence, personal
visits, individual telephone conversations and teleconferencing.
Further, the agency shall create and carry out a publicity program in the
following areas - financial newspapers, magazines and periodicals; news, feature
and financial sections of the national news magazines; wire services and feature
syndicates; financial, news and feature sections of daily newspapers; on
financial TV and radio programs and the appropriate trade periodicals that
circulate in Sorell's areas of endeavor.
1
The public relations and publicity program shall be centered around general
corporate activity; company personnel and executives; new contracts; the
Company's product and technology; corporate history; past accomplishments and
future goals; sales and earnings; expansion programs; acquisitions; management
and management philosophy; and other salient subjects that will enhance the
corporate image. Such publicity will result from the agency's distribution of
press releases, from press presentations, and from special press interviews.
Xxxxxx X. Xxxxx & Company, Inc. shall be compensated at the rate of five
thousand dollars ($5,000.00US) per month. The fee payment shall be sent to the
Company on or shortly after the first day of each month, beginning January 1,
2006.
In addition to the above quoted retainer fee, routine out-of-pocket costs,
covering such items as printing and mailing clipping services, long distance
telephones and faxes, Xeroxing, photography, media entertainment, and the like,
shall be borne by Sorell. These out-of-pocket costs, however, shall not exceed
$200-300US per month, unless specific approval is given thereto by the client.
All Business Wire or PR Newswire press release distributions are to be paid
directly to the vendor by Sorell.
The above routine out-of-pocket costs shall be itemized with receipted vouchers
and billed at the end of each month, and are payable to the agency upon receipt
of invoice.
All travel and other costs relating to company financial meetings in specific
financial centers throught the country will be budgeted and presented to the
client for approval, three weeks prior to incurring said expenditures. Payment
of these out-of-pocket expenditures shall be made upon receipt of and approval
of these submitted estimated costs by the client prior to said meetings, as
these expenses (hotel, travel, food and beverage, and the like) are paid up
front by the agency, at the time they are incurred. At the end of these
specific travel projects, when all the actual bills are in and collated, they
shall be submitted to the client and an adjustment will be made wither way,
equating the actual expense with the estimated advance. Meetings are not
scheduled unless the expense advance has been received by the agency. Sorell,
however, may elect to pay these costs directly (travel for Xxxxx staff, cost of
meetings, etc.). This option is acceptable and arrangements will be made at the
outset of the program.
Both the service fee and the out-of-pocket expense remuneration shall be wire
transferred to Xxxxxx X. Xxxxx & Company, Inc. The wire transfer instructions
are as follows: Swift Code: US Bank, XXXXXX00XXX; Routing: 000000000; Account
Number: 199223704016 (in should come up as First Star Naper - that will be
correct).
2
Another service rendered by this firm is the arranging of financing. Through
the firm's relationship with the investment banking community, we are able to
introduce your company to potential sources of financing - investment bankers -
brokerage firms - venture capital groups - and individuals or special group
investors. If this service is rendered, and monies are raised for Sorell then a
special fee shall be paid to their firm, based on an agreed percent of the
monies raised.
An Account Executive, an agency executive, shall be assigned to work on this
account, along with other agency media, creative and executive personnel in the
firm's offices. Mart X. Xxxxx shall be involved with various agency executives
and staff and Sorell executives in the overall coordination, direction and
implementation of the program.
I believe this letter covers the pertinent points in our new working
relationship. Will you kindly indicate your approval by signature on the
attached copy and return same to me at your early convenience.
I look forward to meeting with you soon and to a successful relationship with
you and your organization over this next period.
Cordially,
XXXXXX X. XXXXX & COMPANY, INC.
By: /s/ Xxxxxx X. Xxxxx
-----------------------
Xxxxxx X. Xxxxx, Chairman of the Board
APPROVED:
By: /s/ Bon Xxxx Xxx
--------------------
Bon Xxxx Xxx, CEO & President, Sorell
3