|
Exhibit 10.3
CONSULTING AGREEMENT
| To: |
Ron
Phillips |
| |
6
Stillwater Lane |
| |
Weston, CT 06883 |
IN
CONSIDERATION for the mutual promises and covenants and the terms
and conditions set out in Sections 1 through 8 attached, Global
Green Solutions Inc. (herein called the “Company”)
hereby offers and the Consultant hereby accepts engagement with the
Company upon the terms and conditions set forth herein:
|
Position:
|
Consultant
to the Company to advise and help arrange funding for the Company
on Project’s for Vertigro and Greensteam and/or any project
the company needs Project Financings for. The consultant will also
advise the Company on the business model for Vertigro, especially
as it relates to economics from the perspective of the biodiesel
refiner.
|
| |
| |
|
Term of Agreement:
Compensation:
|
This Agreement shall be for a term of 36 months.
As
consideration for the services of the Consultant hereunder, the
Company shall pay the Consultant an incentive stock option to
purchase 200,000 shares from the Company under its incentive stock
option plan at a price of US $1.00 per share.
|
Executed
and delivered by and on behalf of the Company at Vancouver, British
Columbia, effective the 27 th day of June,
2007.
GLOBAL GREEN SOLUTIONS INC
Per: J. DOUG FRATER
Name: J. Doug Frater
Title: President and C.E.O.
Accepted,
and signed, sealed and delivered by the Consultant at Weston, CT
effective 27 th day of June, 2007.
RONALD PHILLIPS
Ron Phillips
Consulting Agreement
Page
2
IN
CONSIDERATION for the mutual promises and covenants and the terms
and conditions contained in this Agreement, the Company hereby
offers and the Consultant hereby accepts engagement with the
Company upon the terms and conditions set forth herein.
1.00 Position
1.01 The Consultant shall hold
the position indicated on the first page hereof as a part time, if,
as and when needed consultant and in such capacity, shall carry out
the duties and responsibilities commensurate with that position on
a non exclusive basis as such duties are more specifically defined
from time to time during the term of this Agreement by the Board of
Directors of the Company.
2.00 Terms; Termination of
Engagement
2.01 The term of engagement
pursuant to this Agreement shall be for the term stated on the
first page hereof and thereafter the engagement shall continue
until terminated by the Company or the Consultant. Either party may
terminate the Consultant's engagement as follows:
| a.
|
the
Consultant may terminate his services at any time and for any
reason upon thirty days' written notice to the Company; |
| |
| b.
|
the
Company may terminate the Consultant’s services at will on 30
days notice after the expiry of the term; and |
| |
| c.
|
the
Company may terminate the Consultant's services for cause after
reasonable notice of any non-performance has been given by the
Company to the Consultant and an opportunity has been afforded to
the Consultant to remedy any instance of non-performance. For
purposes of the preceding sentence, "cause" shall include
dishonesty, fraud, conviction or confession of an indictable
offense or of a crime involving moral turpitude, destruction or
theft of the Company's property, physical attack resulting in
injury to a fellow employee, intoxication at work, use of narcotics
or alcohol to an extent which impairs performance of duties,
willful malfeasance or gross negligence in the performance of
duties, misconduct materially injurious to the Company, or any
breach or threatened breach of this Agreement. |
2.02 If the Consultant's
engagement is terminated, he shall continue to be bound by the
terms of Sections 4.00 and 5.00 of this Agreement.
3.00
Compensation
3.01 During the term of this
Agreement, the Consultant shall be paid in accordance with the
payment provisions on the first page hereof. This compensation may
be increased from time to time subject to the approval of the Board
of Directors of the Company. In the event this contract is
terminated prior to the expiry of the term any portion of the
options that are unvested shall expire.
4.00 Covenant Not to
Compete
4.01 In consideration for the
engagement granted to him under this Agreement, the Consultant
agrees that he will not directly or indirectly compete with the
Company during the term of his engagement with the Company and for
a period of two years from the date on which his engagement with
the Company terminates. The said covenant not to compete shall
include all geographical areas in which the Company is actively
marketing products during the term of engagement or as of the
engagement termination date and shall prohibit the following
activities:
| a.
|
the
design, development, manufacture, production, sale, marketing,
solicitation or accept |
|
