Exhibit 10.3
Professional Consultant: Agreement
This Consulting Agreement ("Agreement") is made as of May 27, 2002 by and
between Telecommunication Products, Inc ("TCPD") a Colorado corporation with
offices at 0000 Xxxxxxxx Xxxxxxxxx, Xxxxx X, Xxxxxxx Xxxxx, Xxxxxxxxxx 00000 and
Xxxxxxx Xxxxxx an individual with offices at 00000 Xxxxxx Xxxxx F133433 (the
"Consultant")
WITNESSTH
WHEREAS, the Company desires to retain Consultant to render consulting services,
Negotiating, strategic transaction, restructuring, strategic
WHEREAS, Consultant is willing to perform such consulting services on the terms
and conditions herein contained.
NOW, THEREFORE, in consideration of the premises herein and other good and
valuable considerations, the parties agree as follows:
1. ENGAGEMENT
The Company hereby engages Consultant and Consultant hereby accepts such
engagement as a Consultant to render the consulting services set forth below, as
requested by the Company, and in furtherance of the business goals of the
Company.
2. CONSULTANT DUTIES
Consultant shall, at the request of the Company, provide business management and
marketing consultation services. Such services shall include, advice concerning
the implementation and monitoring of business and marketing plans, as well as
establishing and/or enhancing the Company's presence, advice concerning the
Company obtaining investment banking and financial services, and advice
concerning the Company retaining other professionals.
3. TERM
The term of this agreement shall commence on the date hereof and continue for a
period Twelve (12) Months.
4. COMPENSATION
As full compensation for the services to be rendered by Consultant hereunder,
Consultant shall be paid, and the Consultant agrees to accept, $8,OOO(Eight
thousand dollars) per month.
5. ACTIVITIES
Throughout the term of this agreement, Consultant will provide the officers,
directors, employees or designees of the Company with verbal as well as written
reports, when reasonably requested, concerning its activities.
6. THIRD PARTIES
The Company acknowledges that, in connection with its engagement hereunder,
Consultant may introduce the Company to third parties who may transact business
with the Company and/or assist Consultant in providing consulting services to
the Company hereunder.
7. CONFIDENTIAL INFORMATION
Consultant acknowledges that any and all confidential knowledge or information
concerning the Company and its affairs obtained by it, its principals, employees
and/or contractors in the course of its engagement hereunder will be inviolate
by it and that it will conceal the same from any and all other persons and
entities, including, but not limited to, competitors of the Company and that it
will not impart any such knowledge to anyone whosoever during the term of
hereof.
8 CONSULTANT STATUS
Consultant acknowledges that it is providing services hereunder as an
independent contractor. Accordingly, Consultant agrees that any taxes associated
with the performance of its services hereunder shall be its sole responsibility.
Consultant further agrees that nothing herein shall create a
relationship of partners or joint ventures between Consultant and the Company
and, except as otherwise set forth herein, nothing herein shall be deemed to
authorize Consultant to obligate or bind the Company to any commitment without
the prior written consent of the Company in each instance.
9.INDEMNIFICATION
The Consultant shall hold harmless and indemnify Company from and against any
and all damages, losses, liabilities, obligations, fees, costs and expenses,
including but not limited to, the payment and advancement of reasonable
attorney's fees, resulting from, or incurred in connection with claims made
against Consultant or Company relating to the performance of its duties
hereunder. The provision of this section shall survive termination of this
agreement. The Consultant will follow all applicable SEC and NASD laws, rules
and regulations in performance of its duties hereunder.
TELECOMMUNICATION PRODUCTS, INC.
By; Xxxxxx Xxxxxxx, President
Sign____________________
By: Xxxxxxx Xxxxxx
(An Indivivual
Sign ______________________