EXHIBIT 10.3
[XXXXXXXX LOGO]
CONSULTING SERVICES AGREEMENT
THIS AGREEMENT, effective June 1, 2001, is by and between XXXXXXX X.
XXXXXX ("Consultant") and XXXXXXXX PETROLEUM CORPORATION ("Company") of 000
Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxx 00000.
WHEREAS, the parties hereto desire to confirm in writing their agreement
concerning consulting services that may be provided by Consultant for the
Company.
NOW, THEREFORE, in consideration of the mutual promises and agreements
herein contained, including the recital set forth above, the parties hereto
agree as follows:
1. The term of this agreement shall be for two (2) years, commencing
on the effective date hereof.
2. Consultant agrees to provide consulting services, on a non-exclusive
basis, concerning the evaluation, research and implementation of the
Company's oil and gas hedging activities and strategy. Consultant
will assist management to devise and implement a hedging strategy
and program in an effort to mitigate the risks associated with oil
and gas commodity price volatility and to attempt to maximize the
Company's realized oil and gas prices from its continuing
operations.
3. The Company shall pay the Consultant an annual fee of ONE HUNDRED
TWENTY THOUSAND AND NO/100 DOLLARS ($120,000.00).
4. Consultant shall perform his duties as directed by the Board of
Directors and Chief Executive Officer of the Company.
5. Consultant shall perform all consulting assignments on a
best-efforts basis.
6. Consultant shall be reimbursed by the Company for any reasonable
expenses incurred by Consultant in the performance of the consulting
services contemplated by this Agreement. Such expenses may include,
but are not limited to, hotel accommodations, airfare, meals, auto
rental, taxis and supplies.
7. To the extent and in the manner deemed appropriate by the Company,
the Company agrees that Consultant may be supported by the Company
through the
assistance of various Company employees (e.g., secretarial and
spreadsheet capability) in order to perform the consulting services
most efficiently.
8. In the performance of this Agreement, Consultant may have access to
private and confidential information owned or controlled by the
Company. Such private and confidential information includes, but is
not limited to, the terms of any agreement between the Company and
any other participant or participants involved in the business of
developing, drilling, producing or marketing hydrocarbons,
information relating to any drilling or acquisition prospect, and
any operating or performance information of the Company (all of the
above information is collectively referred to as the "Confidential
Information"). Consultant recognizes and agrees that all such
Confidential Information is and shall remain the property of the
Company. All information or data acquired by Consultant under this
Agreement shall be and remain the Company's exclusive property, or
the property of other participants or joint ventures of the Company
or other third parties, as the case may be. Consultant shall keep
any and all Confidential Information confidential, and shall not
publish or disclose any Confidential Information or data to others
without the Company's prior written approval.
9. Consultant shall perform all consulting services contemplated by
this Agreement as an independent contractor.
10. The laws of the State of Texas will govern the interpretation,
validity and effect of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
1st day of June 2001.
XXXXXXX X. XXXXXX XXXXXXXX PETROLEUM CORPORATION
(Consultant) (Company)
/s/ XXXXXXX X. XXXXXX By /s/ XXXXXX X. XXXXXXXX
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Name: Xxxxxx X. Xxxxxxxx
Title: President and CEO
