This Consulting
Agreement (the “Agreement”) is made and entered into by
and between Bayou City Exploration, Inc., a Nevada Corporation
(hereinafter “COMPANY”) with offices located at 10777
Westheimer, Suite 170, Houston, Texas 77142 and Bart Birdsall
(hereinafter “CONSULTANT”) whose address is P.O. Box
90733, Houston, Texas 77290. COMPANY and CONSULTANT are sometimes
hereinafter referred to, individually, as “Party” and,
collectively, as the “Parties”.
WHEREAS,
COMPANY has requested CONSULTANT to perform certain services as
herein set forth and CONSULTANT has agreed to perform such services
subject to the terms of this Agreement; and
NOW, THEREFORE,
in consideration of the mutual agreements and covenants herein
contained and other good and valuable consideration, the
sufficiency of which is hereby acknowledged, CONSULTANT and COMPANY
hereby agree as follows:
1.
DESCRIPTION OF SERVICES
COMPANY hereby
retains CONSULTANT to provide consulting services to evaluate
subsurface geological and 3-D geophysical data and other data in
areas which are interest to the COMPANY to identify drilling
opportunities prospective of hydrocarbon reserves (the
“Prospect/s”) for the COMPANY and shall perform such
other related services included but not limited to the marketing of
Prospects identified, to third parties (the
“Services”). In addition CONSULTANT agrees to function
as Exploration Project Manager of Projects designated by COMPANY
and will direct the activities of other Exploration consultants
engaged in the generation of Prospects for the COMPANY. In this
capacity CONSULTANT will report directly to the President of
COMPANY.
The CONSULTANT
shall have complete control over the details in which the Services
are performed subject to the satisfactory completion of the
Services. CONSULTANT shall be free to determine the hours in the
day during which it will perform the Services, provided to the
extent possible CONSULTANT will be available to COMPANY as
scheduled business hours of COMPANY. CONSULTANT agrees that he will
not, during the term of this Agreement, do any work, perform any
services, or serve as a consultant for a third party where those
activities would, in the reasonable judgment of COMPANY create a
conflict of interest with his activities, duties, obligations, and
responsibilities as set forth in this Agreement.
CONSULTANT will
be paid cash compensation in the amount of Seven Hundred Dollars
($700) per day. CONSULTANT agrees to submit an invoice for cash
compensation plus all approved expenses in two week increments
beginning at the completion of the initial two week period in this
Agreement. For each Prospect accepted by COMPANY, COMPANY will
define an Area of Mutual Interest (the “AMI”).
CONSULTANT shall
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