WANNIGAN CAPITAL CORP,
1172 MANITOU DR NW
PO BOX 363
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 31 th of August 2007
by and between:
SILVER MOUNTAIN MINES INC.
whose principal place of business is
7230 Indian Creek Ln
Ste 201
Las Vegas, NV
89149
(hereinafter the “ Company ”) and;
WANNIGAN CAPITAL CORP ., a Company duly
incorporated in the State of Colorado,
located at:
1174 Manitou Dr NW
PO Box 363
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 Acquisitions,
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 Acquisitions, 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 6 months
commencing the 1 st day of September, 2007
2.
NATURE OF SERVICES: During the term of this Agreement
Consultant shall 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)
Assist in negotiating potential acquisitions and mergers;
(d)
Assist in the implementation of short term and long term strategic
planning as required by the Company;
(e)
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;
(f)
Maintain the books and records of the Company in accordance with
the instructions of the Company’s Auditors and in accordance
of U.S. GAAP if so requested by the Company;
(g)
Prepare all necessary regulatory and statutory filings required of
the Company; and
(h)
Act as liaison between the Company and its Auditor.
(i)
Act as liaison between the Company and its Transfer Agent.
3.
Transaction specific services. The services
contracted under this agreement shall specifically include the
following:
a)
Assist the Company’s Legal counsel in filing appropriate SEC
Form 10SB2 and NASD forms (most likely Form 15(c) 211) to enable
the Company to obtain trading privileges on the NASD OTC BB.
4. IT IS AGREED that the Consultant’s services
will not include any services that constitute the rendering
of legal opinions or performance of any work that it is the
ordinary purview of a registered broker/dealer.
5.
COMPENSATION: The Company agrees to compensate Consultant
for its services:
(a)
Payment to the Consultant of $10,000 to the Consultant upon signing
of this agreement; and
(b)
Payment of $10,000 upon filing of the Form 10SB2; and
(c)
Payment of $5,000 upon obtaining trading privileges on the NASD OTC
BB; and
(d)
by the delivery to the Consultant of 150,000 Common Shares of
the Company; and
(e)
payment to the Consultant of pre-approved expenses for the term of
this Agreement to a maximum of $5,000.
6.
CONFIDENTIALITY: Consultant will not disclose to any other
person, firm or corporation, nor use for
