CONSULTING AGREEMENT
THIS
AGREEMENT made as of the 15th day of June, 2006.
BETWEEN:
DELTA OIL & GAS, INC., a
Colorado corporation having offices at 0000 0xx Xxxxxx
X., Xxxxxxx, Xxxxxxxxxx, XXX, 00000;
(the
"Company")
AND:
HURRICANE CORPORATE SERVICES LTD.,
a British Columbia, Canada company with offices at suite 604 – 000 Xxxx
Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxx Xxxxxxxx, Xxxxxx, X0X 0X0;
(the
"Contractor")
1.1 The
Contractor shall provide the following corporate development and consulting
services to the Company:
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(a)
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engage
in the dissemination of information provided, or records prepared, in the
ordinary course of business of the
Company:
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(i)
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to
promote the sale of products or services of the
Company,
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(ii)
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to
raise public awareness of the Company,
and
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(iii)
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to
answer all incoming communications from investors and to respond
accordingly to enquiries, if any;
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(b)
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assist the
Company in elevating its profile in the institutional market for the
purposes of enabling the Company to generate business opportunities within
the Oil and Gas Exploration sector.
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1.2 The
Contractor will also maintain in at least two copies in disparate secure
locations a complete database of all parties contacted or have contacted the
Contractor who have indicated an interest in the Company and who have asked to
continue to receive the Company’s information.
2.1
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The
Company shall pay to the Contractor CA $2,500 plus applicable taxes on the
1st day of each calendar month.
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2.2 The
Company shall reimburse the Contractor for postage, telephone and email expenses
incurred by the Contractor in connection with taking up and performing the
Duties, provided that the Contractor receives approval from the president of the
Company prior to incurring such expenses and provides receipts or other proof of
such expenses.
3.1 The
term of this Agreement shall commence on June 15, 2006 and shall continue on a
month to month basis until either party gives notice to the other that the
agreement is terminated subject to section 5.5.
4.1
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Subject
to subsection 4.2, the Contractor shall not, either during the term
hereof, or at any time thereafter, to the detriment of the
Company:
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(a)
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disclose
any information pertaining to the Company which the Contractor acquires in
the course of performing the
Duties;
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(b)
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use
for the Contractor’s own purpose or for any purpose other than that of the
Company any information which the Contractor acquires in the course of
performing the Duties in relation to the business of the
Company.
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4.2 The
obligation under subsection 4.1 will not apply with respect to
information:
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(a)
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which
at the time of its disclosure to the Contractor was or subsequently
becomes (through no act on the part of the Contractor) available to the
public;
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(b)
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in
respect of which the Contractor has received the prior authorization of
the Company to disclose or communicate such information, or any part
thereof, to third parties without restriction;
or
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(c)
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in
respect of which the Contractor has an obligation under applicable laws to
disclose such information.
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5.1 This
Agreement constitutes the entire agreement between the parties and supersedes
all previous communications, representations and agreements, whether oral or
written, between the parties with respect to the subject matter of this
Agreement.
5.2 This
Agreement may not be amended except by written agreement of the parties
hereto.
5.3 This
Agreement shall enure to the benefit of and be binding upon the Company and the
Contractor and their respective heirs, executors, representatives,
administrators, successors and permitted assigns.
Governing
Law
5.4 This
Agreement will be governed by and construed in accordance with the laws of the
Province of British Columbia.
Termination
5.5
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The
Company has the right to cancel the contract at any time within any six
month term by giving thirty days written notice according to section 5.6.
The Company will pay the contractor up to the end of the last calendar
month in which the 30th
day of the notice occurs.
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Notices
5.6
Any notice or other communication required or permitted to be given under this
agreement shall be in writing and shall be either delivered or sent by telecopy
or similar facsimile transmission (receipt confirmed) to the party hereto to
whom such notice or other communication is to be given at the address below or
at such other address as is designated by that party hereto in
writing:
(a) if
to the Company,
to: (b)
if to the Contractor, to:
Delta Oil
& Gas,
Inc. Hurricane
Corporate Services Ltd.
0000
0xx
Xxxxxx
X. #
000 – 700 X. Xxxxxx Street
Seattle,
Washington Vancouver,
British Xxxxxxxx
00000
Xxxxxx, X0X 0X0
Ph: 604.602.1500
Ph: 000.000.0000
Fax: 000.000.0000
Attention: Xx.
Xxxxxxx X. Xxxxx, President
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Any such
notice or communication shall be deemed to have been given and received on the
date of sending if sent by facsimile (provided that such date is a business day,
otherwise such notice or communication shall be deemed to have been given and
received on the next business day) or upon receipt by a responsible officer of
the addressee if delivered.
Compliance With Regulatory
and Legal Statutes
5.6
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The
contractor shall at all times ensure that its activities on behalf of the
Company are executed according to the laws and regulatory requirements of
all jurisdictions in which it disseminates information and shall be solely
liable and responsible for any and all compliance with NASD and SEC
regulations of the United States.
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DELTA
OIL & GAS, INC.
/s/ Xxxxxxx X.
Xxxxx
Signature
of Authorized Signatory
Xxxxxxx X. Xxxxx,
President/CEO
Print
Name and Position
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HURRICANE
CORPORATE SERVICES LTD.
/s/ Xxxxxxx
Xxxxxxx
Signature
Xxxxxxx Xxxxxxx,
President/CFO
Print
Name
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)
)
)
)
)
)
)
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