EXHIBIT
10.2
CONSULTING
AGREEMENT
By
and between
Valor Energy
Corp
and
Gary
Patterson & Associates
This
letter confirms the terms of the agreement
(“Agreement”) between Valor Energy Corp.
(“ Valor ”), and Gary Patterson &
Associates, (“GPA”) 6430 Oak Brook Drive, Citrus
Heights, CA 95621.
1.
Engagement. Valor has
agreed to engage GPA as an independent contractor and consultant to
provide investor relation and investor awareness services to
Valor ,
and GPA has agreed to provide these services to Valor ,
subject to the terms and conditions described in this
Agreement.
2.
Term. The
initial term of the engagement is for a period of 1 month from the
signature date of this letter. This agreement may be renewed at the
end of the initial term, and at the end of any subsequent renewal
term, for successive periods, length and cost to be negotiated, but
only upon written notice by Valor to GPA that it desires to
continue the engagement. Both parties acknowledge that
Valor’ s judgment of the quality of services provided
by GPA will be subjective, and that Valor therefore has the
absolute right to determine its satisfaction with these services.
Accordingly, there is no obligation, implied or otherwise, of
Valor to renew this agreement for successive terms.
Valor in its sole discretion, shall determine whether the
services rendered by GPA pursuant to this agreement are
satisfactory, and that Valor has no obligation to renew this
agreement for successive terms.
3.
Services. GPA
will provide Investor Relation services for Valor
shareholders and perspective shareholders, including but not
limited to: answering investor calls, reiteration of company press
releases, responding to investor e-mail questions, compilation of a
shareholder list, and at times, attempting to explain the
psychology of the markets. GPA will also be available to
provide counseling on style and content of investor relations
materials ( Valor will be responsible for ascertaining that
said material meets all jurisdictional and regulatory requirements
prior to public distribution) database management, lead generation
and lead distribution and report distribution. Database to be owned
and forwarded to Valor .
4.
Costs. Valor will
be responsible for all printing and distribution, press release
and/or advertising costs recommended by GPA and pre-approved and
prepaid by Valor . Valor will also be responsible for
all travel related costs incurred by GPA when providing its’
services as determined by GPA and pre-approved and prepaid by
Valor . Valor will reimburse GPA monthly for expenses
incurred related to necessary communication
responsibilities.
5.
Compensation for Services. Valor will
pay GPA $4,000, in arrears, for services rendered.
a)
Form
of Payment: The payment will be paid 1/2 in cash and 1/2 in
restricted comm
