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Title: |
Consulting Contract |
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Entities: |
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Date: |
2006 |
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Preview shows 7KB of 18KB total |
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Price: |
$40 |
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ID: |
#1943719 |
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BEDDIS INTERNATIONAL LTD.
CONSULTING CONTRACT
THIS AGREEMENT made the 1st day of February, 2005.
| BETWEEN: |
| BEDDIS INTERNATIONAL LTD. a company duly |
| incorporated pursuant to the laws of Delaware, USA, having an |
| office at #1925 700 West Georgia Street, Vancouver, British |
| Columbia, V7Y 1A1 |
| (collectively herein referred to Beddis) |
| AND: |
| Mountainscape Management Services Ltd., with the address at 5290 Oak Place, |
| Ladner, BC V4K 1L9 |
| (Mountainscape) |
WHEREAS:
(A) Beddis is in the business of investing in and acquiring companies.
(B) Beddis desires to engage Mountainscape as a contractor of Beddis and Mountainscape desires to work as a contractor for Beddis on the terms and conditions set out herein.
NOW THEREFORE THIS AGREEMENT WITNESSETH that for and in consideration of the mutual covenants and agreements herein contained and for good and valuable consideration it is agreed as follows:
Employment
1. Beddis hereby employs Mountainscape and Mountainscape hereby undertakes employment by Beddis upon and subject to the terms and conditions of this Agreement.
Term and Extension
2. This Agreement will have an initial term (the Initial Term) of one (1) year commencing on the execution of this Agreement and terminating on the first anniversary thereof
- 2 -
Title and Reporting
3. Mountainscape will undertake to provide the services of Evan Baergen (Baergen) who will have the title, President and Chief Executive Officer. Baergen will report directly to, and will be subject to the lawful and proper instructions and directions of, the Board of Directors of Beddis.
Duties
4. During the Term, Mountainscape will carry out the duties of overall management and have responsibility for such other matters and affairs of Beddis as may be designated from time to time by the Board of Directors of Beddis.
General Duties
5. During the Term, Mountainscape will well and faithfully serve Beddis on a full-time basis, will use its best efforts to promote the interests of Beddis and will devote full time, attention, skill and effort to the performance of specific duties hereunder.
Compensation
6. In consideration for the services provided by Mountainscape under this Agreement, Beddis will pay Mountainscape during the Term a gross annual salary of CDN$80,000, payable in equal period instalments in accordance with Beddiss payroll policies and practices.
7. Baergen is granted 500,000 stock options (Option(s)) subject to a vesting schedule (the Vesting Schedule) as approved by the Board of Directors of Beddis. Each Option will entitle Baergen to purchase one common share of Beddis at US$0.30 per share for a period of three (3) years from the date the Options are issued by Beddis subject to the Vesting Schedule.
8. Mountainscape is granted a signing bonus of US$30,000 upon signing this Agreement, payable in common shares of Beddis issued from treasury at a deemed value of US$0.30 per share.
9. Mountainscape is granted a profit sharing bonus of 2% of Beddis consolidated Net Income Before Taxes as determined using Generally Accepted Accounting Principles.
Reimbursement of Business Expenses
10. Beddis will reimburse Mountainscape for expenses actually and properly incurred in connection with duties hereunder in accordance with the policies and practices of Beddis.
Non-Competition
11. Mountainscape and Baergen covenant and agree that they will not at any time during the duration of this Agreement and for a period of 12 months after its termination, either individually or in partnership or jointly or in conjunction with any person or persons (including, without limitation, any individual, firm, association, board, syndicate, company, corporation, non-profit institution or other enterprise, entity or organization but excluding Beddis or its
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