This Consulting Agreement, (the "Agreement") is made and entered into
effective the 26th day of February, 1999, by, and between Medalion Services,
Inc. (the "Company"), a Delaware Corporation with offices at ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇,
▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, and ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ (the "Consultant") with
offices at ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇.
WHEREAS, the Company desires to retain ▇▇▇▇▇▇▇▇, as a consultant, and
▇▇▇▇▇▇▇▇ wishes to consult for the Company, on the terms set forth below.
NOW, THEREFORE, in consideration of the mutual covenants contained herein,
the parties agree as follows:
1. Company will deliver to Consultant simultaneously with the signing of
the Agreement, 1,300,000 shares of its Common stock, freely tradeable, fully
paid and nonassessable and without restrictive legend.
2. Consultant agrees upon receipt of said stock to provide the following
services on a best efforts basis:
a) Seek to find investors within the financial community residing in
Canada.
b) Seek to provide the necessary funding for the fixture business
operations of the Company.
c) Seek to provide marketing and sales assistance for the beneficial growth
and exposure to the marketplace of the Company.
3. Term. The term of the Agreement shall commence on the date hereof and
shall continue for a period of six (6) months.
4. Governing Laws. This Agreement is and shall be governed by the laws of
the State of New York.
This Agreement constitutes and embodies the entire understanding and
agreement of the parties and supersedes and replaces all prior understanding,
agrrements and negotiations between the parties.
IN WITNESS WHEREOF, the parties hereto have duly executed and delivered
this Agreement, effective as of the date set forth above.
CONSULTANT CLIENT
▇▇▇▇▇ ▇▇▇▇▇▇▇▇ MEDALION SERVICES INC.
By: /s/ By /s/
Date: 02/26/99 Date: 02-22-99
