MANAGEMENT AGREEMENT
THIS AGREEMENT made effective March 1, 2003.
BETWEEN:
ACHIEVERS PUBLISHING INC., a company duly incorporated
pursuant to the laws of British Columbia with an office
located at 000 Xxxxxxx Xxxxxx, 00xx Xxxxx, Xxxxxxxxx, Xxxxxxx
Xxxxxxxx, X0X 0X0;
(the "Company")
OF THE FIRST PART
AND:
ARTO TAVUKCIYAN, of 000 Xxxxxxx Xxxxxx, 00xx Xxxxx, Xxxxxxxxx,
Xxxxxxx Xxxxxxxx, X0X 0X0;
(the "Manager")
OF THE SECOND PART
W H E R E A S:
A. The Company is engaged in the business of magazine publishing
and requires the services of a manager to fulfill day to day responsibilities
imposed on the Company; and
B. The Manager has agreed to act as manager of the Company and
to provide his services as co-publisher, art director and graphic designer
of Achievers Magazine;
NOW THEREFORE THIS AGREEMENT WITNESSETH that for and in
consideration of the premises, the mutual covenants and agreements herein
contained the parties hereto hereby agree as follows:
1. The Company hereby agrees to retain the services the Manager
for a period of one year commencing on the date of this agreement and continuing
thereafter from month to month unless and until terminated as hereinafter
provided.
2. The Manager shall serve the Company, and any subsidiaries
from time to time owned by the Company, in such capacity or capacities and shall
perform such duties and exercise such powers as may from time to time be
determined by resolution of the Board of Directors of Company.
3. Notwithstanding the control vested in the Board of Directors
with respect to the activities of the Manager, the Manager shall have from the
date of commencement of this Agreement, the authority and responsibility to deal
with the following subject matters:
(a) overseeing the Company's general operations, including art
direction and graphic design of Achievers Magazine;
(b) arranging for and securing financings for the Company as may
be permitted by regulatory bodies;
(c) arranging for timely disclosure of all material facts in the
affairs of the Company;
(d) arranging for the collection of all receivables and revenue to
be obtained by the Company;
(e) negotiating for and concluding all Company contracts;
(f) establishing and maintaining suitable banking relations;
(g) ensuring the maintenance of proper accounting records;
(h) arranging for payment of all payables of the Company;
(i) perusing and replying to all corporate inquiries and
correspondence;
(j) securing and obtaining for the benefit of the Company
competent tax advice, legal advice and services and accounting
services; and
(k) all such other duties as may be imposed upon the Manager
from time to time due to the nature of the Company's business.
4. The remuneration of the Manager for the services hereunder
shall be at the rate $2,500.00 per month. All payments pursuant to this
Agreement shall be payable in advance on the first business day of each calendar
month, the first such instalment to be payable on the first day of March, 2003.
5. The Manager shall be reimbursed for all travelling and
out-of-pocket expenses actually and properly incurred by it in connection with
its duties hereunder. In respect of expenses, the Manager shall provide
statements and vouchers to the Company as and when required by the Company.
6. Any notice required or permitted to be given hereunder to
the Manager or to the Company shall be delivered or sent by facsimile, addressed
to the Manager or the Company at their respective offices from time to time in
existence.
7. This Agreement may be terminated by either party, with or
without cause, on ninety (90) days written notice to the other party.
8. The provisions of this Agreement shall be governed by and
interpreted in accordance with the laws of the Province of British Columbia.
IN WITNESS WHEREOF, the parties hereto have hereunto caused
these presents to be executed, as of the day and year first above written.
ACHIEVERS PUBLISHING INC.
per: /s/ Xxxxxxxxx Xxxx /s/ Arto Tavukciyan
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Authorized Signatory ARTO TAVUKCIYAN
