Contract
10.5
This
Consulting Agreement ("Agreement") is made as of June 1, 2009 by and between
ECOLAND INTERNATIONAL, INC, a Nevada corporation with offices at 0000 X Xxxxxx
Xxxxxxxxx, Xxxxx 0000, Xxxxxxxx, Xxxxxxx 00000 and Xxxxxx Xxxxxxx an individual
with offices 14 the Link Morningside, Sandton 2196 (the
"Consultant")
WITNESSTH
WHEREAS,
the Company desires to retain Consultant to render consulting services,
including services relating to market analysis, financial planning, strategic
transactions, restructuring, strategic planning and development and internet
solutions.
WHEREAS,
Consultant is willing to perform such consulting services on the terms and
conditions herein contained.
NOW,
THEREFORE, in consideration of the premises herein and other good and valuable
considerations, the parties agree as follows:
1. ENGAGEMENT
The
Company hereby engages Consultant and Consultant hereby accepts such engagement
as a Consultant to render the consulting services set forth below, as requested
by the Company, and in furtherance of the business goals of the
Company.
2. CONSULTANT
DUTIES
Consultant
shall, at the request of the Company, provide business management and marketing
consultation services. Such services shall include, advice concerning the
implementation and monitoring of business and marketing plans, as well as
establishing and/or enhancing the Company's internet presence, advice concerning
the Company obtaining investment banking and financial services, and
advice
concerning
the Company retaining other professionals. The Consultant may also render the
following services at the request of the Company:
a. Market
Analysis - Consultant will assist the Company in researching market conditions
and the Company's competitors.
b. Financial
Planning - Consultant will assist the Company in determining the Company's
financing requirements and will assist the Company in retaining and working with
professionals to meet such requirements.
c. Strategic
Transactions - Consultant will assist the Company in evaluating the advisability
of entering into mergers, acquisitions and joint ventures.
d. Strategic
Planning and Development - Consultant will assist the Company in understanding
its operational objectives.
3. TERM
The term
of this agreement shall commence on the date hereof and continue for a period of
six (6)Months.
4. COMPENSATION
a. As
full compensation for the services to be rendered by Consultant hereunder,
Consultant shall be paid, and the Consultant agrees to accept four Million
Shares of Common stock or (8,000) US Dollars per month for the life of the
Contact.
5. ACTIVITIES
a.
Throughout the term of this agreement, Consultant will provide the officers,
directors, employees or designees of the Company with verbal as well as written
reports, when reasonable requested, concerning its activities.
6. THIRD
PARTIES
a. The
Company acknowledges that, in connection with its engagement hereunder,
Consultant may introduce the Company to third parties who may transact business
with the Company and/or assist Consultant in providing consulting services to
the Company hereunder.
7. CONFIDENTIAL
INFORMATION
a. The
Consultant acknowledges that any and all confidential knowledge or information
concerning the Company and its affairs obtained by it, its principals, employees
and/or contractors in the course of its engagement hereunder will be inviolate
by it and that it will conceal the same from any and all other persons and
entities, including, but not limited to, competitors of the Company and that it
will not impart any such knowledge to anyone whosoever during the term of
hereof.
8. CONSULTANT
STATUS
a. The
Consultant acknowledges that it is providing services hereunder as an
independent contractor. Accordingly, Consultant agrees that any taxes associated
with the performance of its services hereunder shall be its sole responsibility.
Consultant further agrees that nothing herein shall create a relationship of
partners or joint ventures between Consultant and the Company and, except as
otherwise set forth herein, nothing herein shall be deemed to authorize
Consultant to obligate or bind the Company to any commitment without the prior
written consent of the Company in each instance.
9. INDEMNIFICATION
a. The
Consultant shall hold harmless and indemnify Company from and against any and
all damages, losses, liabilities, obligations, fees, costs and expenses,
including but not limited to, the payment and advancement of reasonable
attorney's fees, resulting from, or incurred in connection with claims made
against Consultant or Company relating to the performance of its duties
hereunder. The provision of this section shall survive termination of this
agreement. The Consultant will follow all applicable SEC and NASD laws, rules
and regulations in performance of its duties hereunder.
ECOLAND
INTERNATION, INC.
By: S/ Xxxxx
Xxxxxxx Dated: June 1 2009
XXXXX
XXXXXXX, President & CEO
By: S/ Xxxxxx
Xxxxxxx Dated June 1 2009
R
XXXXXXX, an individual
