Exhibit 10.3
CONSULTATION AGREEMENT
This Agreement is made the 12th day of May, 2002.
BETWEEN : AMANASU TECHNOLOGIES CORPORATION, with its business office
located at 000 0XX Xxxxxx, 00xx xxxxx, Xxxxxxx,
Xxxxxxxxxx 00000, X.X.X.
( called the " Company " )
AND : XXXX XXX, with her address at 0000 Xxxxxxxx Xxxxx, Xxxxxxxxx,
X.X., Xxxxxx.
( called the " Consultant " )
WHEREAS Company agrees to enter into an agreement with Consultant, and
Consultant agrees to enter into this Agreement upon and subject to the terms and
conditions hereinafter set forth;
Now therefore this Agreement witnesses that in consideration of the sum of $1.
now paid by Company to Consultant ( the receipt and sufficiency of which is
acknowledged by them ) and of the covenants and conditions herein contained, the
parties hereto agree as follows :
1. CAPACITY
1.00 Consultant has acted in the capacity as Corporate Consultant and has
reported to the Board of Directors and has assisted the Company's business of
commercializing its products locally, nationally and internationally. Consultant
hereby continues to accept such consultancy on the following terms and
conditions.
2. COMPENSATION
2.00 Effective Jan.1, 2002, Consultant will be reimbursed with a retainer of
$3,500 per month.
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2.01 Consultant shall be responsible for all her costs, excluding including
business and travel expenses incurred in the course of her consultancy, if
approved by the Company in advance of such expenses being incurred.
3. DUTIES AND RESPONSIBILITIES
3.00 During the term of her consultancy, Consultant shall carry out such
duties the Board of Directors of Company dictate from time to time determine.
3.01 Consultant shall faithfully serve the Company and shall use her best
efforts to promote the interests thereof.
3.02 During the term of her consultancy with Company, Consultant shall not :
a) attempt to solicit any business or clients away from the Company,
its subsidiaries or its affiliates; or
b) take any action the probable results of which would be
detrimental to the business of Company, its subsidiaries or its
affiliates, or would be to cause the relations between Company (
or its subsidiaries or its affiliates ) and its suppliers,
clients, employees, shareholders or others to be impaired.
3.03 Consultant is responsible for all taxes and other government levies
applicable to her remuneration.
4. TERMINATION OF SERVICE
4.00 Company and Consultant shall be entitled to terminate the consulting
agreement by giving one month's written notice.
5. GENERAL
5.00 If Consultant dies during the term of her employment, then the
remuneration and other benefits payable to her as hereinbefore provided,
shall cease on the last day of the month in which her death shall occur,
except for the stock options, which will only lapse after two years from her
death, unless the stock options are exercised before then. In such event, her
estate shall be entitled to receive the salary and any other remuneration
payable hereunder.
5.01 This Agreement shall enure to the benefit of and be binding upon the
parties hereunto and their respective heirs, executors, administrators,
successors and permitted assigns.
5.02 Each provision and paragraph of this Agreement is declared to
constitute a separate and distinct covenant and to be severable from all
other such separate and distinct covenants. If any covenant or provision herein
contained in determined to be void or unenforceable in whole or in part, such
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determination shall not affect or impair the validity or enforceability of any
other covenant or provision contained in this Agreement and the remaining
provisions of this Agreement shall be valid and enforceable to the fullest
extent permitted by law.
5.03 This Agreement constitutes the entire agreement between the parties
hereto relating to the subject matter hereof and supersedes all prior and
contemporaneous agreements, understanding, negotiations and discussions, whether
oral or written, of the parties and there are no general or specific warranties,
representations, or other agreements by or among the parties in connection with
the entering into of this agreement or the subject matter hereof except as
specifically set forth herein.
5.04 The provisions of this Agreement and the relationship between the
parties shall be construed in accordance with and governed by the laws of the
Province of British Columbia, Canada. The parties hereby attorn to the
jurisdiction of the courts of the said Province.
5.05 All reference to currency herein are references to United States
dollars.
5.06 No amendment or waiver of any provision of this Agreement shall be
binding upon a party unless made in writing and signed by such party.
IN WITNESS WHEREOF the parties hereto have executed those presents the day and
year first above written.
AMANASU TECHNOLOGIES
CORPORATION
/s/ Charlie Lan
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Authorized Signatory
/s/ Xxxx Xxx
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XXXX XXX