Exhibit 10.4
Multi-Tech International, Corp.
BUSINESS CONSULTANT AGREEMENT
This agreement dated April 30, 2003, is made By and Between: Multi-Tech
International, Corp., herein referred to as "Company" and Xx. Xxx X. Xxxxxx,
herein referred to as "Consultant".
W I T N E S S E T H :
1. Consultation Services:
The company hereby employs the consultant to perform the following services
in accordance with the terms and conditions set forth in this agreement: The
consultant will consult with the officers, employees and consultants of the
company concerning matters relating to the management and organization of
the company, including but not limited to serve as consultant on short and
long term trade and economic development initiatives; recommend, design and
implement strategies for team development, market research, budgeting,
marketing materials, primary market development, due diligence,
territory/corporate licensing, product, and service marketing/sales
programs, and public relations programs, service provided by the consultant,
which include recommendations for resolving disputes and to generally
consult any matter arising out of the business affairs of the company, which
are accepted and agreed to by the consultant. The Consultant will issue
timely and clearly written reports for each service provided.
2. Terms of Agreement:
This agreement will begin May 13, 2003 and will end May 12, 2004. Either
party may cancel this agreement on seven (7) days notice to the other party
in writing, by registered letter.
3. Time Devoted by Consultant:
It is anticipated the consultant will spend sufficient time to fulfill its
obligations under this agreement. The particular amount of time may vary
from day to day or week to week.
4. Payment to Consultant:
For the services rendered by the consultant as set forth herein the
consultant will be paid a fee of 2,000,000 (two million) free trading shares
of the company's common stock, which shall be registered on a Form S-8. The
consultant is prohibited from selling the free trading shares issued in this
agreement, throughout the term of this agreement, unless otherwise notified
in writing by the company.
5. Independent Contractor:
Both the company and the consultant agree that the consultant will act as an
independent contractor in the performance of its duties under this contract.
Accordingly, the consultant shall be responsible for payment of all taxes
including Federal, State and local taxes arising out of the consultant's
activities in accordance with this contract, including by way of
illustration but not limitation, Federal and State income tax, Social
Security tax, Unemployment Insurance taxes, and any other taxes or business
license fee as required.
6. Confidential Information:
The consultant agrees that any information received by the consultant during
any furtherance of the consultant's obligations in accordance with this
contract, which concerns the personal, financial or other affairs of the
company will be treated by the consultant in full confidence and will not be
revealed to any other persons, firms or organizations.
7. Employment of Others:
The company may from time to time request that the consultant arrange for
the services of others. All costs to the consultant for those services will
be paid by the company but in no event shall the consultant employ others
without the prior authorization of the company.
8. Representation.
The consultant represents that he is familiar with securities laws (both
federal and state) and is receiving the shares of common stock set forth
herein for the services rendered pursuant to the terms of this agreement.
The services to be performed by the consultant to not include any form of
capital raising activities. The consultant is a sophisticated investor and
is aware of the risks involved in accepting shares of commons tock in lieu
of cash compensation. The consultant is an accredited investor as defined
under Regulation D.
9. Termination:
In the event the consultant terminates this agreement for any reason
whatsoever or the company terminates this agreement by written notice to the
consultant, for breach by consultant or consultant's failure to perform, the
consultant shall return that portion of the shares within five business
days, which have not been accounted for to the company.
9. Signatures:
Both the company and the consultant agree to the above contract:
Accepted by: Accepted by:
____/S/_____________________ ______________________________
Xx. Xxxx Xxxxxxx III Xx. Xxx Xxxxxx
Chairman / President Date:
Multi-Tech International, Corp.
Date:
