CONSULTING
AGREEMENT
THIS CONSULTING AGREEMENT (the "Agreement") is
made effective this 1st day of April 2007, by and between First
Capital Invest Corp c/o Mr. Kurt F.P. Dalmata (the "Consultant")
whose address is Lavaterstrasse 45, CH-8002, Zurich, Switzerland,
and Enwin Resources, Inc. a Nevada corporation with its offices
located at 2610-1066 West Hastings Street, Vancouver, British
Columbia V6E 2K3 (the "Company").
WHEREAS, the
Consultant has expertise and knowledge regarding strategic
planning, financial analysis, and market and public relations;
and
WHEREAS,
the Company has need for the services of the Consultant.
Agreement
NOW, THEREFORE, for and
in consideration of the mutual promises and covenants hereinafter
set forth, the benefit to the parties to be derived therefrom and
other good and valuable consideration the receipt and adequacy of
which is hereby acknowledged, it is agreed as follows:
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1.
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Services . Consultant is hereby retained by the Company
to serve as an independent consultant to provide advice and
services to the Company in connection with strategic planning,
developing capital markets, assisting in public and market
relations, including media planning and other related business
consulting. During the term of this Agreement Consultant agrees to
provide such services to the Company as the Company may from time
to time reasonably request, including without limitation, advice
and service with respect to those matters as to which it has
special competence by reason of its business experience, knowledge,
and abilities. Consultant shall make itself available during
reasonable business hours to perform all services reasonably
requested by the Company.
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2.
Term . The Agreement shall commence on the date hereof and
shall remain in full force and effect for an initial period of one
(1) year and shall continue indefinitely until terminated by the
Company or Consultant. The Agreement may be cancelled without cause
with a written notice to Consultant of thirty (30) days in
advance.
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3.
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Compensation . The Company shall pay, and Consultant shall
accept as compensation hereunder a consulting fee of US$10,000 (US
ten thousand American dollars) per month.
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4.
Reimbursement for Costs . The Company shall reimburse the
Consultant. for all reasonable traveling, entertainment and other
expenses and disbursements actually and properly incurred by the
Consultant in connection with his duties hereunder. Such payments
and reimbursements sh