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Consulting Agreement

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Title:

Consulting Agreement

Entities:

Nutech Digital Inc

Date:

2006

Size:

19KB total

Price:

$33

ID:

#1632101

► Fee Agreements ► Consulting Agreements

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CONSULTING AGREEMENT

THIS CONSULTING AGREEMENT (the Agreement) is entered into as of the 14 day of April, 2006 by and between NuTech Digital, Inc., a California corporation, with an office at 7900 Gloria Avenue, Van Nuys, California 91406 (the Company) and Digital Acquisitions Company, LLC, a Delaware limited liability company, with an office at 520 Washington Boulevard, Suite 214, Marina del Rey, California 90292 (the Consultant).

WHEREAS, the Company wishes to obtain the services of Consultant as a consultant to the Company and Consultant desires to render such services to the Company on the terms and conditions set forth below.

NOW, THEREFORE, in consideration of the foregoing and the mutual covenants, representations, and promises set forth below and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

Consulting Services.

Engagement. The Company hereby engages Consultant as a consultant to the Company and Consultant accepts such engagement.

Services. During the Term (as defined below), Consultant shall render consulting services to the Company (the Services) as defined in one or more Statements of Services in the form attached hereto as Schedule A (each, a Statement of Services). The Services may include the preparation and delivery by Consultant of written materials or other deliverables (the Deliverables) identified in, or contemplated by, one or more Statements of Services. When signed by both parties hereto, each Statement of Services shall be deemed incorporated in, and shall form a part of, this Agreement.

Term. This Agreement shall commence upon the date hereof and continue for a period of twelve (12 ) months (the Term).

Scope and Assurances. In performing the Services, Consultant shall adhere to all of the Company's reasonable policies and procedures which have been conveyed to Consultant in writing and Consultant shall otherwise cooperate fully with the Company's Board of Directors (the Board) or such other persons as may be identified in a Statement of Services.

Compensation and Related Matters.

Compensation. As compensation for Services rendered, and in consideration for Consultant accepting the engagement set forth herein, the Company shall pay or provide to Consultant the compensation (the Consulting Fee) set forth in the Statement of Services on the terms and in accordance with the terms set forth therein.

Expenses. Unless otherwise provided in a Statement of Services, Consultant shall be entitled to reimbursement by the Company for all reasonable and necessary expenses incurred by Consultant hereunder.

Other Covenants.

Confidential Information.

No Disclosure. Consultant acknowledges that Consultant may be exposed to or given access to Confidential Information (as defined below) of the Company and of the Company's clients, vendors, suppliers and business partners. Consultant shall hold such Confidential Information in strict confidence and shall not at any time (either during or after the Term) disclose, divulge, furnish or make the Confidential Information available to any third party or otherwise use the Confidential Information for any purpose other than for the purpose of performing Consultant's obligations under this Agreement. Consultant shall use reasonable efforts to advise the Company immediately in the event that Consultant learns or has reason to believe that a violation of this Section has occurred or is likely to occur.

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