EXHIBIT 10.2
CONSULTING AGREEMENT
This consulting agreement (the "Agreement) is entered
into between Extensions,
Inc., (the "Company) and Chris
Ryan ("Ryan" or the "Consultants") for the
purpose of engaging the Consultants to act as Business
Development agent to the
Company to assist in and
executing on the company's business
plan
"Development". This Development will
include (i) drafting of agreements (ii)
Assistance in drafting a business
plan (iii) Assistance in Research (iv)
coordination of the execution of documents and
activities of other experts who
participate in the Development. (v)
Assistance in Development of Strategies
1. Retention and Services. The
Company hereby retains the Consultants as a
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Development consultant in connection with the
structuring, drafting, filing of
the necessary documents in endeavoring to achieve a successful
conclusion of the
business plan. Introductions to professionals and other
consultants made by the
Consultants will be considered non
exclusive for purposes of this Agreement.
Documents prepared in connection with
this Agreement shall be considered
property of the Company. The Consultants will use their
reasonable best efforts
to structure, draft, present and negotiate on
behalf of Company to accomplish
the Development of the Company's
business plan. Upon execution of
this
Agreement, the Consultants will meet with the Company at its
offices in Houston
Texas, to review the available resources, time
frames, and develop a critical
path for execution of the
proposed strategy.
1. Information provided
by the Company. In connection with
activities
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hereunder, the Company will furnish
the Consultants and their counsel upon
request with all material and information regarding the
business and financial
condition of the Company available
to the Company (all such information so
furnished being the "Information"). The Consultants will
perform due diligence,
however, the Company recognizes and confirms that the
Consultants: (a) will use
and rely primarily on the
Information and on information available
from
generally recognized public sources in performing the
services contemplated by
the Agreement without having
independently verified the same; (b) does not
assume responsibility for the accuracy or
completeness of the Information and
such other information; (c) will not
make an appraisal of any securities or
assets of the Company; and (d)
retains the right to continue to perform due
diligence during the course of the
engagement. The Consultants agree to keep
the information confidential, so long as it is
and remains non-public, unless
disclosure is required by law
or requested by any government or regulatory
agency or body, and the
Consultants will not make use thereof, except
in
connection with their services
hereunder for the Company.
2. Use of Name. The Company agrees
that any reference to the Consultants in
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any release, communication, or material distributed to
prospective investors or
lenders is subject to the
Consultants' prior written approval.
If the
Consultants resign prior to the dissemination of any such release,
communication
or material, no reference shall
be made therein to the
Consultants
3. Use of Advice. No advice
rendered by the Consultants in connection with
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the services performed by the Consultants
pursuant to this Agreement will be
quoted by either party hereto, nor will any such
advice be referred to in any
report, document, release or other
communication, whether written or oral,
prepared, issued or transmitted by
such party or any Person or corporation
controlling, controlled by or under
common control with such party or any
director, officer, employee, agent or representative of any
such party thereof,
without the prior written authorization of
all parties hereto, except to the
extent required by law (in which case the appropriate party
shall so advise the
other in writing prior to such use and shall consult with the other
with respect
to the form and timing of disclosure),
provided that the foregoing shall not
prohibit appropriate internal communication or
reference with respect to such
advice internally within such parties.
4. Compensation. As full
payment for services rendered and to be rendered
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hereunder by the Consultants, the
Company agrees to pay the Consultants as
follows:
4(a) The Company will issue
5,000,000 shares of Common Stock to Chris Ryan
upon acceptance and execution of this agreement
and upon delivery of the work
product as describer in Section1
above.
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5. Representations and
Warranties. The Company represents and warrants to
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the Consultants that this Agreement
has been duly authorized, executed and
delivered by the&nb