LEGAL SERVICES AGREEMENT
THE
UNDERSIGNED:
ROYAL
INVEST INTERNATIONAL CORPORATION (RIIC) a publicly traded corporation trading
on
the Over the Counter (“OTC”) under the symbol RIIC, incorporated in the United
States of America in the State of Delaware with its registered office located
at
1350 Avenue of the Americas, 24th. Xxxxx, Xxx Xxxx, XX 00000 legally represented
by its CEO Xx. Xxxxx Xxxxxxxxx, hereinafter also referred to as
“RIIC”
and
SEC
ATTORNEYS, LLC, a limited company organised and existing under the laws of
THE
State of Connecticut (ATTY) with its registered office at 000 Xxxx Xxxx Xxxx,
0xx Xxxxx,
Xxxxxxxx, Xxxxxxxxxxx 00000 herewith represented by Attorney Xxxxx
Xxxxxxxxx.
WHEREAS:
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·
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RIIC
has requested and appointed ATTY to render certain referred to in
Article
3 of this Agreement, which services ATTY is willing to
render;
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the
parties hereto wish to establish their mutual obligations and
responsabilities;
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HEREWITH
UNDERTAKE AND AGREE THE FOLLOWING:
Article
1 - Appointment
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1.
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ATTY
is hereby appointed as of June 1, 2007 as legal counsel for RIIC
for a
period of one year and thereafter for an indefinite
period.
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Article
2 – Termination
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1.
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RIIC
may dismiss ATTY after one year at any time, with or without cause,
by
giving one month's written notice by registered mail to ATTY at its
registered office as mentioned
above.
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1
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2.
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ATTY
may resign after one year with immediate effect at any time, with
or
without cause, by giving written notice by registered mail addressed
to
RIIC's legal address.
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3.
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Neither
the dismissal nor the resignation of ATTY can ever per se serve as
grounds
for a claim for damages on the part of
RIIC.
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Article
3 – Services
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1.
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Within
its professional standards ATTY will act as securities and corporate
counsel and will manage and control the conduct of the business of
RIIC by
providing a CEO and CFO for RIIC in accordance with the resolutions
passed
by and the instructions of the shareholders and Board of Directors
of RIIC
and the articles of association of RIIC and the laws of the United
States.
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2.
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ATTY
will maintain the due order and good standing of RIIC and undertakes
to
perform such duties as may reasonably be expected of
them.
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3.
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The
duties of ATTY to RIIC will not prevent ATTY from acting in such
capacity
to other companies.
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Article
4 – Confidentiality
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1.
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ATTY
will hold in strict confidence all information received from RIIC.
and/or
the shareholders of RIIC unless such information can be obtained
by the
general public through inspection of public registers and when disclosure
of such information is required by
law.
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2.
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ATTY
undertakes not to use the information obtained for any purpose other
than
for or in connection with its legal obligations to
RIIC.
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3.
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On
termination of this agreement, ATTYt undertakes to return all such
information it has from RIIC and/or the shareholders of RIIC in any
form
as well as not to use such information after the aforesaid
termination.
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Article
5 – Fees
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1.
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In
consideration for performance by SEC in accordance with the terms
of this
Agreement, RIIC agrees to pay ATTY a fixed fee of € 12.000 - monthly
starting June 1, 2007 plus the reimbursement of actual costs and
disbursements (expenses), including but not limited to telex, telefax,
telephone, postage, etc.
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2
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2.
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Fees
shall be adjusted every year on the basis of the increase (if any)
of the
cost of living index in The United
States.
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3.
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Fees
and reimbursement of charges will be billed either monthly or quarterly
by
ATTY.
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4.
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All
fees and charges, when billed by ATTY shall be paid without set-off
or
counterclaim, and free and clear of and without deductions, within
one
month of the day on which they are billed. Legal interest will accrue
on
all overdue amounts from the day following the last day on which
the fees
and charges should have been paid.
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5.
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In
addition to the payment of legal interest, RIIC hereby agrees to
pay any
and all costs incurred in the collection of overdue amounts owed
pursuant
to this Agreement, including reasonable legal
fees.
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Article
6 - Applicable law and forum
This
Agreement shall be interpreted in accordance with and be governed by the laws
of
the State of Connecticut in the United States. Any dispute hereunder will be
submitted to the state court in Fairfield County, Connecticut, acting in the
first instance, unless ATTY as petitioner chooses to submit the dispute to
any
other court having jurisdiction over the parties.
IN
WITNESS WHEREOF, this Agreement has been concluded by the parties hereto as
of
May 25. 2007, and has been signed in duplicate in Amsterdam, the Netherlands
on
May 25th, 2007.
Xxxxx
Xxxxxxxxx, CEO
ROYAL
INVEST INTERNATION CORPORATION
Xxxxx
Xxxxxxxxx, Esq.
SEC
ATTORNEYS, LLC
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