CONSULTING AGREEMENT
The
present Agreement is concluded today 17th
day of
November 2006 by and between Energy Infrastructure Acquisition Corp. (“EIAC”),
Suite 1300, 1105 North Market Street, P.O. Box 8985 Xxxxxxxxxx, Xxxxxxxx 00000,
XXX (hereinafter called the “Company”) and Sinitus AG, a company organized under
the laws of Switzerland with its offices at Xxxxxx Xxxxxx Xxxxxxx 0, Xx-0000
Xxxxxxxx/Xxxxxxxxxxx (hereinafter called the “Consultant”), as the Consultant
and its wholly-owned subsidiary companies as Sinitus Consultants Ltd. have
the
possibility, experience and legal competence in order to sustain the Company
regarding the Project.
Therefore,
the parties agree the following:
The
Consultant will co-operate with the Company and will assist in identifying,
assessing and evaluating from all aspects potential targets that will lead
to a
business combination for EIAC.
The
services provided by the Consultant shall be the following, but without being
limited at these:
A. |
will
provide the studies requested by the Company within a reasonable
delay;
|
B.
|
will
provide advice and assistance in legal, financial and fiscal fields
in
order to identify potential
targets.
|
The
Consultant shall not promote neither directly nor indirectly another person
or
Company that may complete with the Company, regarding the potential
targets.
In
compensation for the services provided by the Consultant, according to this
Agreement, and for all the costs and expenses that the Consultant is contracting
and will have, the Company will pay a compensation, according to the following
provisions:
A. Starting
the first week of December 2006, USD 40,000 and for the next 4 months 40,000
per
month on the 5th
month
USD 25,000 for a total contractual amount of USD 225,000.
The
Consultant agrees not to reveal, in the time this Agreement is in force and
afterwards, to a third-party any technical, commercial or of any other kind
information received or obtained from the Company, only as necessary for the
aim
of this Agreement, to keep the secret regarding such information and not to
use
the information and any other purpose that providing services by the Consultant
as shown in this contract.
The
term
of this Agreement shall commence on the date hereof, and shall be in effect
until 31st,
May
2007. Swiss law is applicable to this Agreement with jurisdiction in
Zurich/Switzerland. In order to certify this, the present Agreement will be
signed by the representatives of both parties.
For
the Company
|
For
the Consultant
|
ENERGY
INFRASTRUCTURE ACQUIS. CORP.
|
SINITUS
AG
|
Signature:
___________________________
|
Signature:
___________________________
|
Date: 17.11.06
|
Date: 17.11.06
|