WANNIGAN CAPITAL CORP,
1109 7 TH COURT
FOX ISLAND, WASH 98333
TELEPHONE: (253) 549-4336
FACSIMILE: (253) 549-4FAX
FACSIMILE: (253) 549-4329
“…building companies for the
future”
BUSINESS CONSULTING AGREEMENT
This AGREEMENT made this 1 st day of August
2007 by and between:
ALDAR GROUP, INC
whose principal place of business is
600 – 625 Howe St.,
Vancouver, B.C. V6c 2T6
(hereinafter the “ Company ”) and;
WANNIGAN CAPITAL CORP .,
located at:
1174 Manitou Dr NW
FOX ISLAND, WASH 98333
TELEPHONE: (253) 549-4336
FACSIMILE: (253) 549-4FAX
FACSIMILE: (253) 549-4329
.
(hereinafter the “ Consultant ”).
WITNESSETH
In consideration of the mutual promises hereinafter made
by each to the other, Consultant and Company agree as follows:
WHEREAS, the Company wishes to retain the Consultant to act
as a consultant in the areas of Corporate growth and Acquisition,,
accounting, business affairs, business operations, and financial
and public company structuring;
AND WHEREAS , The Consultant has substantial experience in
the areas of Corporate growth and Acquisition, accounting, business
operations and supervision of the business affairs of both private
and publicly traded companies and wishes to assume such
responsibilities for the Company.
WITNESSETH
NOW,
THEREFORE, the parties agree as follows:
1.
TERM: This Agreement shall be for a term of five
months commencing the 1st day of August 2007
2.
NATURE OF SERVICES: During the term of this Agreement
Consultant shall provide, inter alia, perform the following
services in a timely and professional manner:
(a)
Attend meetings of the Company’s Board of directors or
Executive Committee(s) when so requested in writing by the
Company;
(b)
Attend meetings for and at the request of the Company and review,
analyze and report on proposed business opportunities;
(c)
Consult with the Company concerning strategic corporate planning
and investment policies, including any revision of the
Company’s business plan when requested by the company;
(d)
Assist in negotiating potential acquisitions and mergers;
(e)
Assist in the implementation of short term and long term
strategic planning as required by the Company;
(f)
Implementation of short range and long term strategic planning to
fully develop and enhance the Company’s assets, resources,
products and services;
(g)
Advise the Company of means to restructure its debt and financial
obligations if necessary;
(h)
Negotiate with lenders regarding the issuance or restructuring of
such debt obligations;
(i)
Assist the Company in the monitoring of services provided by the
Company’s advertising firm, public relations firm (if other
than the Consultant) and other professionals to be employed by the
Company;
(j)
Maintain the books and records of the Company in accordance with
the instructions of the Company’s Auditors and in accordance
U.S. GAP if so requested by the Company;
(k)
Prepare and submit monthly reports on the financial condition of
the Company to Management and the Board of Directors when
requested;
(l)
Prepare all necessary regulatory and statutory filings required of
the Company; and
(m)
Act as liaison between the Company and its Auditor.
3.
Transaction specific services. The services
contracted under this agreement shall specifically include the
following:
a)
arrange for the acquisition of Company by a publicly trading fully
reporting corporation if the Company so desires.
b)
Structuring in accordance with SEC and NASD criteria of such
transaction.
c)
If and when deemed appropriate, structuring and arranging for the
parent corporation to do a dividend spin-off through a dividend of
shares to the current shareholders of the parent in
accordance with SEC and NASD criteria.
d)
Utilize its best efforts under the rules and regulations in place
at such time of spin off to preserve the trading properties of such
dividended shares such that the new Company can become a publicly
traded and reporting vehicle on its own.
e)
Assist the Company’s Legal council in filing
appropriate SEC forms ( most likely Form 10) to enable the
Company to maintain its fully reporting status.
4. IT IS AGREED that
