EXHIBIT 10.7
PRODUCT MARKETING
CONSULTING SERVICES AGREEMENT
THIS AGREEMENT is made as of the 2nd day of January 2004, (the "Effective
Date").
BETWEEN:
Savoy Capital Investments, Inc., a Company incorporated
pursuant to the laws of the State of Nevada with a mailing
address of 00000 Xxxxxxxx Xxxxx, Xxxxxxxx, Xxxxxxxx 00000
(the "Company")
OF THE FIRST PART
AND:
Xxxxxxx Xxxxxx
By the River
201 - Xxxxxxxxx
Xxxxxxx Xxxxxxx
Xxxxxx, XX XX000XX
(the "Consultant")
OF THE SECOND PART
WHEREAS:
A. The Company wishes to acquire the services of the Consultant for
developing corporate strategies and executing of same, for product
marketing and development and for various consultative services
including communications and other programs to keep consumers, the
media and the gemstone industry up to date on the latest corporate
developments and the Consultant has agreed to provide the services on
the terms and subject to the conditions of this Agreement;
B. The Consultant wishes to provide these services.
THIS AGREEMENT WITNESSES THAT in consideration of the premises and mutual
covenants contained in this Agreement and other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the parties,
intending to be legally bound by the promises and mutual covenants, conditions
and agreements hereinafter set out, the parties hereto agree as follows:
EXHIBIT 10.7
1. CONSULTANT SERVICES
The Consultant will provide the following services to the Company:
(a) Advise and assist the Company to develop and execute corporate
strategies, for product marketing and development;
(b) Assist with the creation and preparation of corporate promotional
material including news release and corporate informational documents,
business summaries, brochures, advertisements related to product
sales, photographic presentations, video presentations;
(c) Assist with the creation, development and maintenance of the Company's
website;
(d) Help raise awareness about by assisting with the dissemination of
material through email, telephone, fax and mail contact;
(e) Receive incoming calls, answer inquiries and deal with them
appropriately, help the Company resolve problems as quickly as
possible and direct calls to the appropriate person(s);
(f) Establish and help establish effective communications program with
consumers, the media, the gemstone industry and other interested
parties;
(g) Review newsletters, mining publications and on-line message boards for
potential advertising;
(h) The Consultant will report to the President;
(i) The Consultant will also perform additional duties and
responsibilities for the Company at the reasonable instruction of the
President of the Company or his assignee, provided that such
additional duties and responsibilities are within the scope of
services contemplated by this Agreement.
2. REPORTING PROCEDURE
The Consultant will take directions from the President or his appointed designee
as to the Consultants' functions and methods of implementation to achieve the
corporate goals.
3. SCOPE OF ACTIVITY
(a) The Consultant will provide the services required by this Agreement in
compliance with all laws that are applicable to the activities of the
Consultant. The Consultant will not make any misrepresentation of the
Company or its business, operations or financial condition to any
party in the performance of the services required by this Agreement.
EXHIBIT 10.7
(b) The Consultant will not engage in any activity that will interfere or
conflict with the Consultant's duties and responsibilities to the
Company or that interfere or conflict with the business and objectives
of the Company.
4. CONFIDENTIAL INFORMATION
(a) The Consultant will coordinate with the President or his designee, as
to the information regarding the business and affairs of the Company
that may be disclosed by the Consultant in the provision of the
services required by this Agreement. The Consultant will not disclose
any more information that is approved by the President or his
designee.
(b) Except as contemplated by this Agreement, the Consultant agrees not to
disclose to any person any confidential information concerning the
business or affairs of the Company, which the Consultant may have
acquired in the course of or incidental to providing the services
required by this Agreement. The Consultant will not directly or
indirectly use (whether for its own benefit or the detriment or
intended detriment of the Company) any confidential information the
Consultant may acquire with respect to the business and affairs of the
Company. All obligations with respect to confidential information will
survive termination.
5. RENUMERATION
(a) The Consultant will be paid a monthly fee of US$1,750.00 for provision
of the aforementioned services, to be paid pro rata every two weeks in
advance following the provision of said services and facilities for
the months of January, February and March 2004.
(b) The fee shall increase to US$2,000.00 thereafter and will be subject
to quarterly reviews.
6. EXPENSES
(a) The Consultant will be reimbursed for invoiced disbursements approved
by and made on behalf of the Company, including air fares,
accommodation and related travel expenses and other distributions
including long-distance tolls, office rent, courier, postage, printing
and other sundry expenses incurred in the ordinary course of business.
(b) The Consultant will not incur any expense in excess of US$50.00
without the prior written consent of the Company. Upon receipt of the
Consultant's expense reports with supporting original receipts, the
Consultant will be reimbursed for those disbursements reasonably made
on behalf of the Company within 7 business days of receipt of the
expense report.
EXHIBIT 10.7
7. NO EMPLOYMENT RELATIONSHIP
The Consultant will at all times be an independent contractor and the Consultant
will not be deemed to be an employee of the Company. The Consultant will be
responsible for payment of any income taxes, source deductions, withholding
taxes, fringe benefits, insurance and similar items resulting from the payment
of the Consultant Fee.
8. TERM
This term of this Agreement will expire on December 31, 2004.
a. The Consultant or the Company may terminate this Agreement at any time
in the event of any breach of any material term of this Agreement by
the other, provided that written notice of default has been delivered
to the other party and the other party has failed to remedy the
default within 7 days of the date of delivery of notice of default.
b. On termination of this Agreement for any reason, all rights and
obligations of each party that are expressly stated to survive
termination or continue after termination will survive termination and
continue in full force and effect as contemplated in this Agreement.
9. GENERAL PROVISIONS
a. This Agreement shall be governed by and interpreted in accordance with
the laws of the State of Colorado.
b. This Agreement shall enure to the benefit of, and be binding upon, the
parties hereto and their respective heirs, executors, administrators,
successors and assigns. This Agreement is not assignable by the
Consultant without the prior written consent of the Company.
c. Time shall be of the essence of this Agreement.
d. This Agreement constitutes the entire Agreement between the parties
hereto and there are no representations, warranties, terms or
conditions, expressed or implied, statutory or otherwise and no
agreements collateral hereto other than or expressly set forth or
referred to herein.
IN WITNESS WHEREOF, the undersigned have hereunto executed the Agreement on the
date set forth above.
EXHIBIT 10.7
Savoy Capital Investments, Inc.,
/s/ Xxxxx Xxxxxxx
-----------------
On Behalf of the Board
Xxxxx Xxxxxxx, President
Savoy Capital Investments, Inc.,
Consultant
/s/ Xxxxxxx Xxxxxx
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Xxxxxxx Xxxxxx
