CONSULTING AGREEMENT
THIS
CONSULTING AGREEMENT (“Agreement”) is made, entered into and deemed effective as
of the 1st day of January 2009 (the “Effective Date”), by and between Nautilus
Global Partners, LLC, a Texas limited liability company (“Nautilus”) with its
principal offices at 00000 Xxxxxxxxxx, Xxxxx 000, Xxxxxxx, XX 00000, and Aegean
Earth & Marine Corporation. (the “Company”), with its principal offices at
71, Xx. Xxxxxxxxx Xxx. 000 00, Xxxxxxxxx Xxxxxx, Xxxxxx.
WITNESSETH:
WHEREAS,
the Company desires to engage NAUTILUS to provide certain consulting services
for the, and NAUTILUS is willing to be so engaged;
NOW,
THEREFORE, for and in consideration of the covenants set forth herein and the
mutual benefits to be gained by the parties hereto, and other good and valuable
consideration, the receipt and adequacy of which are now and forever
acknowledged and confessed, the parties hereto hereby agree and intend to be
legally bound as follows:
1. Scope of
Work. As of the date hereof, the Company engages and NAUTILUS
hereby agrees to be engaged to provide certain financial consulting services to
the Company. The Company acknowledges that NAUTILUS shall have the
right to engage third parties to assist it in its efforts to satisfy its
obligations hereunder. NAUTILUS agrees to advise and assist in
matters relating to the preparation for the Company’s equity fundraise, and to
advise and assist in financial and corporate public relations matters in the
event of a successful equity fundraise by the Company.
2. Term. This
agreement will have a term of one year from the effective date. In
the event that the Company raises a minimum of $4 MM in equity financing prior
to the expiration of this agreement, this agreement will automatically extend
for an additional twelve months. This agreement is non-cancelable
without the express written consent of both parties. This Agreement
may be extended beyond the Termination Date if both parties mutually agree in
writing.
3. Compensation. For
NAUTILUS’s services to be performed hereunder, the Company agrees to pay
NAUTILUS Ten thousand Dollars ($10,000) per month, payable on the first day of
each month in advance and will be considered late after the fifteenth day of the
month. Balances over 60 days in arrears shall be charged interest at
the maximum rate allowed by law. Payment should be made by check or
wire to the address listed above.
4. Governing
Law. This Agreement shall be governed by and construed in all
respects in accordance with the laws of Texas. The parties hereto hereby submit
to the exclusive jurisdiction of the Courts of Texas in relation to any matters
arising under this Agreement.
(SIGNATURE PAGE TO
FOLLOW)
IN
WITNESS WHEREOF, the parties have executed this Agreement as of the day and year
first above written.
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Aegean
Earth & Marine Corporation
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By:
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/s/ Xxxxx XxXxxx
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Xxxxx
XxXxxx
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Executive
Chairman
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Nautilus
Global Partners, LLC
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By:
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Xxxxxx Xxxxxxx
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Xxxxxx
Xxxxxxx
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President
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