This Consulting Services Agreement involves
Title: CONSULTING AGREEMENT
Governing Law: Nevada Date: 4/19/2007
This Consulting Agreement (this "Agreement") is entered into as of the 17th
day of April, 2007 by and between Point Acquisition Corporation., a Nevada
corporation ("PAC"), and Heritage Management Consultants, Inc., a corporation
organized under the laws of South Carolina ("Heritage" or "the "Consultant").
Whereas, Consultant is willing to provide to PAC the consulting services
identified in this Agreement; and.
Whereas, PAC is willing to engage Consultant as an independent contractor,
and not as an employee, on the terms and conditions set forth herein.
In consideration of the foregoing and of the mutual promises set forth
herein, and intending to be legally bound, the parties hereto agree as follows:
1. Engagement. PAC hereby engages Consultant as an independent contractor to
provide assistance to PAC in its efforts to consummate a combination transaction
with a privately held entity with current business operations.
2. Term. This Agreement will commence on the date first written above, and
unless modified by the mutual written agreement of the parties, shall continue
until such time a as a going public transaction is consummated.
3. Compensation. In consideration of the services to be performed by Consultant,
PAC agrees to issue to Consultant 50,000 shares of restricted common stock.
4. Representations and Warranties. Consultant represents and warrants (i) that
Consultant has no obligations, legal or otherwise, inconsistent with the terms
of this Agreement