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EXHIBIT 99.1
MANAGEMENT AGREEMENT
This Management Agreement is dated this 1st day of November,
1999
BY AND BETWEEN:
PHOENIX RESOURCES TECHNOLOGIES INC., a U.S. public company
with a business address located at 00000 Xxxxxxx Xxxxx X., Xxxxxxx,
XX. 00000, XXX
(herein called "Phoenix") OF THE FIRST PART
AND:
CYCLONE FINANCING GROUP INC., a Canadian corporation with a
business address located at 2nd Floor 000 Xxxx Xxxxxx Xxxxxx,
Xxxxxxxxx, Xxxxxxx Xxxxxxxx, Xxxxxx X0X 0X0
(herein called "Cyclone") OF THE SECOND PART
WHEREAS:
Phoenix wishes to engage the management services of Cyclone as
per the terms of this agreement.
NOW THEREFORE WITNESSETH,
THAT the premises and the covenants, agreements,
representations, warranties and payments herein contained, the
parties hereto covenant and agree as follows:
1. Cyclone will provide management services to Phoenix for a
monthly management fee of USD $35,000.00 and Phoenix will pay the
required fee in a timely manner.
2. Cyclone will provide, as required, the following
management services to Cyclone: acquisition of projects, raising
monies, bookkeeping services, news dissemination, faxing,
photocopying, paying telephone charges, purchasing supplies,
providing office space and paying for other related operational
costs and any other corporate requirements that Cyclone carries out
on behalf of Phoenix.
3. This Management Agreement constitutes the entire agreement
between the parties and there are no representations or warranties,
expressed or implied, statutory or otherwise other than as
expressly set forth or referred to herein.
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4. This Management Agreement shall enure to the benefit of
and be binding upon the parties hereto and their respective
successors and assigns.
5. This Management Agreement may be executed in several parts
in the same form and such parts as so executed shall together form
one original agreement, and such parts, if more than one, shall be
read together and construed as if all the signing parties hereto
had executed one copy of this Management Agreement.
1. GOVERNING LAW AND DISPUTES: The parties hereto agree that
any disagreement or dispute between them shall first be attempted
to be remedied by mediation or arbitration. In the event that
agreement cannot be reached on the appointment of an independent
mediator or arbiter then the parties hereto agree to accept the
appointment of a mediator or arbiter who shall be appointed,
following application for such appointment by the court. If the
dispute cannot be remedied by mediation or arbitration then this
agreement shall be governed for all purposes by the laws of the
province of British Columbia. For any disputes arising among the
parties hereto, venue shall lie with the court of competent
jurisdiction in Vancouver, British Columbia.
IN WITNESS WHEREOF, the parties hereto have agreed to and have
caused this agreement to be executed effective as of the date first
above written.
Authorized Signatures:
SIGNED, SEALED & DELIVERED )
By Authorized signatory of )
CYCLONE FINANCING GROUP INC. )
) ___________________________
_________________________________) Xxx Xxxxx, President
Witness
SIGNED, SEALED & DELIVERED )
By Authorized signatory of )
PHOENIX RESOURCES )
TECHNOLOGIES INC. )
)
)
) ___________________________
_________________________________) Xxxxx Xxxxx,
Witness Secretary-Treasurer and
Director