CONSULTING AGREEMENT
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This agreement is made this 10th day of January 2005 between The Right Solutions
Gateway at 0000 Xxxxxx Xxxx, Xxx Xxxxx, Xxxxxx 00000, hereinafter referred to as
RSG. Phone number (000) 000-0000
and
Xxxx X. Xxxxxx at 0000 Xxxx Xxxxxxxx Xxxxx, Xxxxxxxxxx, Xxxxxxxx 00000,
hereinafter referred to as Xxxxxx. Phone number (000) 000-0000.
RSG agrees to retain Xxxxxx, and Xxxxxx has agreed to provide certain consulting
services on the terms and conditions set out below.
RESPONSIBILITIES OF XXXXXX:
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Xxxxxx will be responsible for the training of existing as well as future
distributors of TRS via all modalities available to him. Xxxxxx shall put forth,
on a "best efforts" basis, regular and ongoing marketing for the express purpose
of recruiting distributors. Xxxxxx will also provide consulting services at the
request of RSG regarding any issues related to the business and/or the industry.
1. Xxxxxx will consult with RSG on all aspects of their business as well as
create and implement important strategies regarding all aspects of what it
takes to cause prospecting and recruiting. Xxxxxx will:
- Sell and train our existing distributors on using the system
created and coordinate training conference calls for new groups.
- Work one on one with key distributors.
- Become a designated distributor to recruit new members
- Xxxxxx will report direct to the President and COO
RESPONSIBILITIES OF RSG
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1. In exchange for Xxxxxx'x services listed above, RSG shall pay Xxxxxx a
guaranteed minimum amount of five thousand dollars ($5,000.00) per month through
January 2005 in perpetuity except as defined below in paragraph 1.1a. This
monthly fee will increase to $10,000 in February 2005 and will be paid on
February 20, 2005, then in the month of March 2005 it will increase to $12,000
payable on March 20, 2005; the fee will then increase to $15,000.00 per month in
April, 2005 and be paid on the 20th of each month thereafter in perpetuity.
These payments shall come from the combination of two sources;
A) A new position that is created above all past, present and future
distributors. All income that this newly created position generates shall be
paid to Xxxxxx in perpetuity but Xxxxxx shall not have ownership of that
position except as covered in paragraph 1b below.
B) In the event said position does not earn enough income in any given
month to meet the minimum of fifteen thousand dollar guarantee, RSG shall make
up the difference each month. This
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newly formed position will be flagged and qualified for commission payments each
month by the Company. Xxxxxx shall not be required to meet any minimum monthly
qualifications to get paid this income except as described in paragraph 1a
below. All income earned by this position shall be paid to Xxxxxx as a
consulting fee by the 20th of each month. These payments will begin with the
January 2004 commission checks for the month of December and will be ongoing
monthly thereafter in perpetuity.
1.1a. In the event Xxxxxx shall no longer be able, or no longer wishes, to
perform the services as outlined above he will still be paid the income from
that position in perpetuity however the company shall no longer be obligated to
pay the difference between what the position earns and $5,000.00 In addition
should either of the above mentioned events happen Xxxxxx shall, in the month
following said event, be required to start paying the standard minimum amount
each month required by the company to qualify to be paid the income earned from
said position as long as said income is equal to, or greater than, the one
hundred dollar minimum qualification. Said amount for minimum qualification
shall not exceed one hundred dollars.
1.1x. Xxxxxx shall be provided monthly statements showing the income of the
newly created position. At his option, Xxxxxx may choose to have said position
put in his name or the name of an assignee at any time.
2. RSG shall also issue to Xxxxxx five million preferred shares of stock class
B prior to February 20, 2005. Once RSG monthly revenues reaches the
following levels, additional preferred stock shall be issued to Xxxxxx in
the following amounts:
Gross Monthly Revenues Shares to Xxxxxx
$ 250,000 100,000
$ 400,000 200,000
$ 1,000,000 500,000
$ 5,000,000 2,000,000
All stock issued will be restricted for a period of one year from the date of
issuance. Stock certificates will be issued on each level of monthly revenues
reached as described above within ten business days of the accomplishment.
All expenses for Xxxxxx'x services shall be paid for by RSG. Said expenses are
to include, but are not limited to, travel, meals, lodging, rental cars, airport
parking, shuttle or taxi fees, long distance calls, all mailings costs including
postage, envelopes, inserts etc. Both parties shall agree upon all expenses
before Xxxxxx incurs them.
This contract will be construed according to the laws of the State of Nevada and
any disputes arising here from will be litigated in its courts.
ENTIRE AGREEMENT. This agreement contains the entire agreement of the parties
and there are no other promises or conditions in any other agreement whether
oral or written. This Agreement supersedes any prior written or oral agreements
between the parties.
This contract sets forth the entire understanding and agreement and is not
subject to amendment or supplemental agreement except in writing and duly
executed by both parties. This agreement shall be valid and binding only when
signed by both an authorized agent for RSG and Xxxx X. Xxxxxx.
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Signed _________________________________ Date ___________________
Xxxx X. Xxxxxx
Signed The Right Solution Gateway
_________________________________ Date ___________________
Xxxx Xxxxxx President / CEO
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