BETWEEN:
MANAGEMENT AGREEMENT
January 1, 2006.
| BETWEEN: | ||
| BLACK DIAMOND HOLDINGS CORP., a British Columbia corporation with offices at | ||
| 000-000 Xxxxxx Xx., Xxxxxxxxx, XX X0X 0X0 | ||
| Phone No. (000) 000-0000 | ||
| (Herein referred to as the "Company") | ||
| Of the First Part | ||
| AND: | ||
| J. XXXXXX XXXXXX, businessman, with an office at | ||
| Suite 8 – 0000 X. 0xx Xxx., Xxxxxxxxx, XX X0X 0X0 | ||
| Phone No. (000) 000-0000 | ||
| (Herein referred to as the "Vice President”) | ||
| Of the Second Part | ||
| WHEREAS: | ||
| · | The Vice President has accepted an engagement to work
for the Company in accordance with the terms and conditions of this Agreement. |
THIS AGREEMENT WITNESSES that in
consideration of the premises, mutual covenants and agreements herein
contained,
the parties agree as
follows:
| 1. | Services: | |
| 1.1 | The Vice President shall work on behalf of the Company, including without limitation the following services: | |
| 1.2 | As Portfolio Manager, manage the product portfolio of Wine, Spirits, & Beer for the wholly owned company | |
| subsidiary, Black Diamond Importers Inc. | ||
| 2. | Compensation: | |
| a) | The Vice President shall be paid an annual salary of $60,000.00 USD. | |
| b) | The parties acknowledge and agree that the Portfolio Manager is an employee of the Company. | |
3. Terms and
Termination:
| a) | The term of this Agreement
commences on the date set out at the top of the first page hereof and
continues for the period of one (1) years. The parties may extend the term by mutual consent in writing. |
| b) | Either party may terminate this
Agreement at any time and for any reason upon providing the other party
with one year written notice of termination. Such termination shall not affect any amount owing, obligation or liability existing or incurred prior to the date of such termination, including fees payable to the Vice President. |
| 4. | General: |
| a) This Agreement shall not be modified, amended, rescinded or waived,
in whole or in part, except by written amendment signed by the parties hereto. | |
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| b) | Each of the parties acknowledges
and confirms that he/she has been provided sufficient opportunity to
obtain the recommended independent legal advice and understands the terms of, and its rights and obligations under this Agreement. |
| c) | Time is of the essence with respect to the performance of obligations in this Agreement. |
| d) | This Agreement shall inure to the
benefit of and be binding on all of the parties hereto and their
respective executors, administrators, successors and permitted assigns. |
| e) | This Agreement shall be construed and governed by the laws of the Province of British Columbia. |
| f) | The headings to the articles,
paragraphs, parts or clauses of this Agreement and the table of contents
are inserted for convenience only and shall not affect the construction hereof. |
| g) | The parties hereto acknowledge
that they have carefully read this Agreement and understand and agree to
be bound by all of the terms and conditions found herein. |
IN WITNESS WHEREOF the parties hereto have
caused this Agreement to be duly executed and delivered as of the day and
year first above written.
____________________________
J. Xxxxxx
Xxxxxx,
Vice President
Black Diamond Holdings Corp.
Accepted By:
____________________________
J. Xxxxxx
Xxxxxx
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