Exhibit 4.3
EUROPEAN MARKETING CONSULTING AGREEMENT
This Marketing Agreement ("Agreement") is
dated for reference this 5th day of
February 2004
BETWEEN: MR. EDWARD FITZPATRICK of
108-1301, 24 Avenue de la Grenade, Geneva,
1207, Switzerland ("Consultant")
AND: MERIDIAN CO., LTD., of 4F,
Heungseong Bldg., 197-3, Jamsilbon-dong,
Songpa-gu Seoul, Republic of Korea
("MERIDIAN")
BACKGROUND FACTS:
A. CONSULTANT has extensive
experience in marketing and research in European
territory.
B. MERIDIAN considers it to be in its
best interest to engage CONSULTANT to
receive marketing consulting services for
its products in Europe on the terms
and subject to the conditions hereinafter
set forth.
In consideration of the covenants and
Agreements herein contained, and other
good and valuable consideration, the
receipt and sufficiency of which are hereby
acknowledged by the Parties, the Parties
hereby agree as follows:
A. SERVICES
CONSULTANT shall be responsible for
investigating potential marketing venues and
methods appropriate for Europe and shall
research competitor products for the
purpose of establishing a competitive
pricing structure and marketing methods.
CONSULTANT also shall be responsible for
conducting market research in European
territory and preparing a marketing plan
for MERIDIAN.
CONSULTANT during his research shall
communicate with representatives from the
Company from time to time during the market
development process and shall assist
the Company for as the agents of EU member
countries and other European nations
for the Company for all business the
Company conducts within the European
territory.
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B. CONSIDERATION
2.1 In consideration for the Services,
MERIDIAN shall pay CONSULTANT the
minimum monthly retainer of $15,000 US or
number of the MERIDIAN's common shares
equivalent to the value of $15,000 US
($0.16 US per share) invoiced in advance
each month.
C. EXPENSES AND COSTS
3.1 Company shall pay all costs and
expenses incurred by CONSULTANT, its
directors, officers, e