WATER CHEF, INC.
Exhibit
10.32
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00 Xxxxxxxxx Xxxxxx, Xxxxx 000
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Xxxxxxxxx, Xxx Xxxx 00000
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Fax: (000) 000-0000
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xxx.xxxxxxxxx.xxx
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August 6,
2008
Xx.
Xxxxxxxx Xxxxxx
President
Designs
and Project Development Corp.
000 XX
000 Xxxxxx
Xxxxx
Xxxxxxx Xx. 00000
Dear Xx.
Xxxxxx:
This
agreement will serve as a consulting agreement between Water Chef Inc (the
Company) and Designs and Project Development Corp. (the Consultant). Whereas,
the Company and the Consultant desire to engage in the following
relationship:
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The
Consultant agrees to produce working First Response mobile water
decontaminating Production units from the design and layout of the
original prototype and subsequent prototype units produced in
Israel.
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The
Consultant will cooperate with Xxx Xxxxx the Company’s designer to
accomplishment this task. The Consultant will provide the services of
Xxxxxxxx Xxxxxx on a full time
basis.
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The
Consultant will further be instrumental in recommending any changes in
design or component replacement to make the unit more easily serviceable
and maintainable.
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The
Consultant will guide the Company in its’ production capability and will
be instrumental in producing units for inventory and
sale.
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The
Consultant will take a hands on approach to the water testing cycle that
the Company requires for the acceptability of its first response
units.
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Joint
discussion as to the location of producing large scale production of units
will be decided between the Company and the Consultant. The Company word
will be final.
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The
Consultant has signed a non –disclosure agreement and recognizes the
extreme confidentially and proprietary that has to be maintained
throughout the relationship and
beyond.
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The
Company as designated Xxxxxxxx Xxxxxx as its’ prime consultant from
Designs and Project Development Corp. Xx. Xxxxxx cannot substitute other
staff personal without permission of the
Company.
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TERM
The
initial term of this agreement will be for a six month one week period
commencing June 23, 2008 and ending December 31, 2008.
This
agreement will be renegotiated on or prior to December 31, 2008
COMPENSATION
The
Consultant will receive compensation of $ 6,667 per month payable on the last
day of the month for preceding month or as alternative receive $ 3,334 on the 15
of the month and $3,333 on the last day of the month.
The
consult will file a monthly expense report and will receive reimbursement for
expenses incurred
Compensation
and expenses for the period June 7 to June 14 for the trip to Israel will be
paid
Separately.
TERMINATION
This
agreement may be terminated by the Company for Cause, without prior
notice.
The
agreement may be terminated by either party without cause by providing the other
party with 90 days notice of the intent to terminate.
Upon the
end of six months the parties will renegotiate another agreement.
STOCK
The
Company will grant Xxxxxxxx Xxxxxx 100,000 shares of common stock of
the Company upon signing this agreement
WARRANTS
Upon
signing this agreement Xx. Xxxxxx will receive 250,000 warrants at current
price. These will be three year warrants .
INCENTIVES
Other
incentives will be offered to Xx Xxxxxx upon reaching proformance goals which
the Company and the Consultant shall mutually decide.
The above
represents the total agreement between the parties.
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Agreed
to
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| /s/ Xxxxxxxx Xxxxxx | August 6, 2008 |
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Xxxxxxxx
Xxxxxx
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Date
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Agreed
to
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| /s/ Xxxxxx Xxxxxxx | August 6, 2008 |
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Xxxxxx
Xxxxxxx CEO for Water Chef, Inc
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Date
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