BUSINESS CONSULTANT AGREEMENT
This agreement dated February 1, 2009 is made by and between Merge II,
Inc. whose address is 000 Xxxxxxxxx Xxxxxx, Xxxxx Xxxx Xxxxx, XX 00000
referred to as "Company," and OTC Business Solutions whose address is
00000 XX 00xx Xxxxx, Xxxxx Xxxxxxx, XX 00000 referred to as
"Consultant."
1. Consultation Services. The company hereby employs the consultant
to perform the following services in accordance with the terms and
conditions set forth in this agreement. The consultant will consult
with the officers and employees of the company concerning matters
relating to the management and organization of the company, their
financial policies, the terms and conditions of employment, and
generally any matter arising out of the business affairs of the
company.
2. Terms of Agreement. This agreement will begin February 1, 2009 and
will end December 31, 2011.
3. Time Devoted by Consultant. It is anticipated the consultant will
spend approximately 8 hours per week in fulfilling its obligations
under this contract. The particular amount of time may vary from day
to day or week to week. However, the consultant shall devote a minimum
of 16 hours per month to its duties in accordance with this agreement.
4. Place Where Services Will Be Rendered. The consultant will perform
most services in accordance with this contract at 00000 XX 00xx Xxxxx,
Xxxxx Xxxxxxx, XX 00000. In addition, the consultant will perform
these services on the telephone and at such other places as designated
by the company to perform these services in accordance with this
agreement.
5. Payment to Consultant. The consultant will be paid as follows:
a. Consultant shall receive 5,000,000 restricted common shares of
Merge II, Inc. for services rendered through December 31, 2011. This
consultant can assign any and all shares as solely directed by
consultant.
b. Consultant shall receive $60,000.00 for services rendered through
December 31, 2011.
6. Independent Contractor. Both the company and the consultant agree
that the consultant will act as an independent contractor in the
performance of its duties under this contract. Accordingly, the
consultant shall be responsible for consultant's activities in
accordance with this contract, including by way of illustration but not
limitation, Federal and State income tax, Social Security tax,
Unemployment Insurance taxes, and any other taxes or business license
free as required.
7. Confidential Information. The consultant agrees that any
information received by the consultant during any furtherance of the
consultant's obligations in accordance with this contract, which
concerns the personal, financial or other affairs of the company will
be treated by the consultant in full confidence and will not be
revealed to any other persons, firms or organizations.
8. Employment of Others. The company may from time to time request
that the consultant arrange for the services of others. All costs to
the consultant for those services will be paid by the company but in no
event shall the consultant employ others without the prior
authorization of the company.
9. Signatures. Both the company and the consultant agree to the above
contract.
Witnessed by:
COMPANY
By:/s/Xxxxxx Xxxxxxxxxxxx
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Xxxxxx Xxxxxxxxxxxx - President/CEO
By:/s/Xxxxxxx X. Xxxxx
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Xxxxxxx Xxxxx - Consultant