Exhibit 10.7
This CONSULTING AGREEMENT is made as of the 24th day of January 2006 between
APOLO GOLD & ENERGY INC ("COMPANY") and having its principal place of business
at #0000 - 000 Xxxxxxxxx XX, Xxxxxxxxx XX Xxxxxx, X0X 0X0 and Xxxxx Xxxxxx
("BOJTOS"), having his principal place of business at 0000 Xxxx Xxxxx Xxxxxxxx
Xxxxxxxx, 00000.
WHEREAS the Company has requested the services of BOJTOS in providing technical
and financial management direction and to act in the capacity of a senior
officer and director of the Company;
WHEREAS BOJTOS has agreed to provide such services to the Company in accordance
with the terms and conditions herein set forth;
NOW THEREFORE, in consideration of the foregoing recitals and mutual covenants
set forth below, the parties hereto agree as follows:
1. Company shall appoint Bojtos, as Chairman, President, CEO and a Director
of the Company effective February 1, 2006. Bojtos shall with the assistance of
the Board of Directors of Apolo Gold Inc, implement the policies as approved by
the Board of Directors and recommend new strategies as required in the
development of existing and future mineral or energy properties. The parties
agree that should the filing of the Form 10QSB for December not be filed by
January, 31, 2006, then the effective date of the appointment shall be deferred
until the day after the formal filing of the Form 10QSB.
2. Bojtos shall provide consulting services as required, including
direction on activities at Lampung, Jakarta, and Beowawe and its development as
required. Xx. Xxxxxx will work closely on a regular management basis with the
CFO, Xx. Xxxxxxx and the Advisor to the Board, Mr. Little in the general
management of the activities of the Company.
3. Bojtos shall approve all capital expenditures over $5,000 at NUP and
also approve all budgeted expenditures for the exploration work at Beowawe.
4. Bojtos shall approve any and all public announcements prior to
dissemination of release.
5. Bojtos, as a consultant shall xxxx the Company $5,000US per month re
consulting fees, and be entitled to total stock options of 1,500,000 being
500,000 for services rendered, and an additional 1,000,000 common share options
at $0.08 per share. A separate stock option agreement shall be executed by the
Company and Xx. Xxxxxx.
6. Bojtos shall be immediately paid outstanding expenses pertaining to past
services. This includes current expenses of $9,318.05 and outstanding retainer
fees of $12,000.
7. The Bojtos relationship with the Company is that of an independent
consultant Bojtos will be solely responsible for paying all taxes and insurance
due with respect to his fees unless the Company determines that such payments
may be required by law.
8. This Agreement shall expire on January 31, 2007. In addition, either
party may terminate Bojtos' services under this Agreement at any time, with or
without cause, on not less than ninety (90) days prior written notice. This
Agreement can be extended by mutual consent of the parties.
9. Bojtos will not use or disclose any confidential or proprietary
information or trade secrets of former or concurrent clients or employer, and
will not bring on to the premises of Company any unpublished document or any
property belonging to former or concurrent clients or employers, without the
written consent of such clients or employers. Upon completion or termination of
BOJTOS' services for Company, or earlier at Company's request, BOJTOS will
return to Company all documents and other materials containing confidential or
proprietary information belonging to Company or to third parties doing business
with Company.
10. Any notice given in connection with this Agreement must be in writing.
Notice will be deemed given and effective on the third business day following
the date it is deposited, postage prepaid, in the United States mail directed to
the individual who signed this Agreement, at the address set forth on the first
page of this Agreement or to such other address as specified, by giving notice
as herein provided. Notice given in any other fashion must be in writing and
will be deemed given and effective when actually received.
11. This Agreement will be governed by the laws of Nevada.
12. This Agreement sets forth the entire agreement and understanding
between the parties and supersedes all prior and contemporaneous agreements and
understandings, written or oral, on the subject matter hereof. No modification
or amendment of this Agreement, no any waiver of any rights under this
Agreement, will be effective unless in writing and signed by the party to be
charged. In the event any dispute should arise between the parties with respect
to the performance of either of them hereunder, the prevailing party will be
entitled to reasonable attorney's fees. If one or more of the provisions in this
Agreement are held ineffective, unenforceable, or illegal for any reason, then
the remaining provisions will continue in full force and effect.
13. Bojtos may not assign this Agreement. This Agreement will be binding
upon Bojtos' heirs, executors, administrators, and other legal representatives
and will be for the benefits of Company, its successors and its assigns.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed and to
be effective as of the Effective Date set forth on the first page hereof.
BOJTOS: APOLO GOLD & ENERGY INC
/s/ Xxxxx Xxxxxx /s/ Xxxxxx Xxxxxxx
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Signature Signature
Xxxxx Xxxxxx Xxxxxx Xxxxxxx
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Xxxxx Xxxxxx Authorized Signatory
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Name (please print) Name (please print)
Jan. 27, 2006 Jan. 27, 2005
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Date Date
