CONSULTING AGREEMENT
EXHIBIT
4(b) 9
THIS
AGREEMENT is effective as of January
1, 2005.
BETWEEN
XxxxxxxXxxxxXxx.xxx
Inc.
X.X.
Xxx
0000, xxx Xxxxxxx Xxxx.,
Xxxx
Xxxxxx, Xxxxxx Xxxx
Grand
Cayman, Cayman Islands
("XxxxxxxXxxxxXxx.xxx")
AND
GOLDPAC
INVESTMENT PARTNERS LTD in B.V. I.
("Goldpac")
WHEREAS
XxxxxxxXxxxxXxx.xxx and Goldpac are desirous of setting out the terms
and
conditions of their service relationship.
NOW
THEREFORE THIS AGREEMENT WITNESSES that the parties agree as follows:
1. Services
Goldpac
offers consulting services to XxxxxxxXxxxxXxx.xxx related to corporate
development, market development and technical support for the period from
January 1, 2005 to December 31, 2005.
2. Fees
Goldpac
charges XxxxxxxXxxxxXxx.xxx Inc. USD 2,000 per month for the consulting services
to be provided from January 1, 2005 to December 31, 2005.
3. Responsibilities
of
Goldpac
Goldpac's
duties under this Agreement are as follows:
Goldpac
will use its best efforts to provide advice and support to XxxxxxxXxxxxXxx.xxx
related to market development, corporate issues and technology building during
the above said period.
Goldpac
will keep XxxxxxxXxxxxXxx.xxx informed as to any problems encountered and as
to
any solutions found for those problems.
Goldpac
will keep all the trade information and information obtained during the course
of consulting XxxxxxxXxxxxXxx.xxx intact, confidential.
4. Responsibilities
of
XxxxxxxXxxxxXxx.xxx
XxxxxxxXxxxxXxx.xxx's
duties under this Agreement are as follows:
XxxxxxxXxxxxXxx.xxx
will provide all the necessary information for Goldpac to perform its consulting
services and without hiding of any information.
XxxxxxxXxxxxXxx.xxx
will pay for all the necessary expenses incurred during the course of Goldpac
performing the consulting services.
5. Termination
This
agreement may be terminated by either party with a reasonable notice in advance
and have a mutual consensus of both parties.
6. Amendment
This
Agreement may be altered, modified or amend by writing, with mutual consensus
from both parties and sign by both parties.
7. Assignment
Nether
party to this agreement may assign or delegate its duties under this agreement
without the prior written consent of the other.
8. Entire
Agreement
This
agreement, including all schedules (if any) hereto, constitutes the entire
agreement between the parties relating to this subject matter and supersedes
all
prior or simultaneous representations, discussions, negotiations and agreements,
whether written or oral. This agreement may be amended or modified only with
written consent of the parties hereto. No oral waiver, amendment of modification
will be effective under any circumstances
whatsoever.
9. Governing
Law
This
Agreement shall be governed by and construed in accordance with the laws of
Cayman Island.
In
witness of this, the parties have executed this Agreement as of the date first
written above.
By
XXXXXXXXXXXXXXX.XXX INC.
Authorized
Signature:
/s/
Xxx Xxx
Name:
Xxx
Xxx
Title:
CEO & President
By
GOLDPAC INVESTMENT PARTNERS LTD
Authorized
Signature:
/s/
Chi Xxxxxx Xxx
Name:
Chi
Xxxxxx Xxx
Title:
Partner