CONSULTANT SERVICES AGREEMENT
THIS AGREEMENT made the 1st day of September,
2007
BY AND BETWEEN
Wescorp Energy Inc, hereinafter called “the
COMPANY”
AND
Steve Cowper, hereinafter called "the
CONSULTANT".
WITNESSETH as follows:
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SCOPE OF WORK
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1.1. |
The CONSULTANT shall supply the services
specified in Exhibit A and any other related services subsequently
requested in writing by the COMPANY in Austin/Houston Texas,
Calgary Alberta and Edmonton Alberta and at such other locations as
the COMPANY and CONSULTANT mutually agree.
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| 2. |
CONDUCT OF WORK
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2.1. |
The CONSULTANT shall provide personnel suitably
qualified and experienced to perform the Services in a diligent
skilful and workmanlike manner and in accordance with recognized
industry practice.
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2.2. |
The CONSULTANT shall represent the COMPANY as
instructed by the COMPANY using recognized industry practice, and
liaise and co-ordinate discussions and negotiations to the best
interest of the COMPANY. The CONSULTANT shall report and refer all
decision making to the COMPANY and where appropriate make
recommendation to assist the COMPANY in the making of such
decisions.
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2.3. |
The CONSULTANT shall fully co-operate with other
contractors or sub- contractors utilized by the COMPANY.
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2.4. |
The COMPANY shall have the right of access to
and inspection of all Services hereunder at all reasonable hours
and wherever performed.
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| 3. |
INDEPENDENT CONTRACTOR
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3.1. |
The CONSULTANT shall supply the Services as an
independent contractor and not as agent or employee of the
COMPANY.
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| 4. |
REPORTING
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4.1. |
The CONSULTANT shall report to the COMPANY
representative who shall be the COMPANY President unless another
person is nominated in writing by the COMPANY.
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| 5. |
COMPENSATION
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5.1. |
The COMPANY will pay the CONSULTANT for the
Services as detailed in Exhibit A in accordance with the schedule
under Exhibit B. Unless otherwise stated in Exhibit B, all amounts
will be payable ten (10) days after invoiced.
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| 6. |
CONTRACT DURATION
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6.1. |
This Agreement shall commence as specified in
Exhibit A and may be terminated for any reason by the COMPANY or
the CONSULTANT giving notice to the other party under Exhibit A
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| 7. |
ASSIGNMENT
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7.1. |
Neither Party may transfer, sub-contract or
assign this Agreement without the prior written consent of the
other Party. Such consent shall not unreasonably be withheld.
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| 8. |
LIABILITY
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8.1. |
The CONSULTANT shall protect, defend, indemnify
and save the COMPANY harmless from and against all claims, demands
and causes of action of every kind and character whatsoever,
arising out of or in connection with the death, bodily injury, or
loss or damage to the property of the CONSULTANT's agents or
invitees.
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8.2. |
The COMPANY shall protect, defend and indemnify
and save the CONSULTANT harmless from and against all claims,
demands and causes of action of every kind and character
whatsoever, arising out of or in connection with the death, bodily
injury, or loss or damage to the property of the COMPANY or any of
its other contractors, employees, agents or invitees.
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8.3. |
The COMPANY shall protect, defend, indemnify and
save the CONSULTANT harmless from and against all claims, demands
and causes
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of action of every kind
and character whatsoever, arising out of or in connection with the
death, bodily injury, or loss or damage to the property of any
third party (other than those mentioned in Clause 8.2 arising out
of or in connection with the acts, defaults or omissions of the
COMPANY unless caused by the Gross Negligence of the
CONSULTANT.
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SAFETY OBLIGATIONS
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9.1. |
The CONSULTANT shall reasonably comply with all
the COMPANY safety procedures supplied to the CONSULTANT by the
COMPANY.
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9.2. |
The CONSULTANT shall be responsible for
complying with all relevant safety laws and regulations and for
taking reasonable safety precautions related to or arising out of
the performance of the Agreement.
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9.3. |
The COMPANY shall obta
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