CONSULTING
AGREEMENT
This CONSULTING
AGREEMENT (the "Agreement") is made and entered into as of July 15,
2009 by and between ECOLOGY COATINGS, INC., a Nevada corporation
(the "Company"), and DMG ADVISORS, LLC, a Nevada limited liability
company (the "Consultant").
1. RETENTION OF
CONSULTANT. The Company hereby engages and retains Consultant and
Consultant hereby agrees to use Consultant's best efforts to render
to the Company the consulting services for a period commencing on
the date of this Agreement and terminating on January 15, 2009 (six
months),or such additional periods as agreed upon in writing by the
parties. This Agreement may not be terminated by either the Company
or Consultant during its term.
2. CONSULTANT'S
SERVICES. Consultant's services under this Agreement shall consist
of the following:
2.1 Advise the Company regarding its investor
relations program and initiatives;
2.2 Facilitate conferences between the Company
and members of the business and financial community;
2.3 Review and analyze the public securities
market for the Company's securities; and
2.4 Introduce the Company to broker-dealers and
institutions, as appropriate.
In rendering
its services, Consultant will deal with the CEO or Directors of the
Company.
3. PAYMENT FOR
SERVICES.
3.1 The Company
shall pay Consultant Five Thousand Dollars ($5,000) per
month. For purposes of this Agreement, the $5,000 shall
be deemed to be equivalent to Twenty Five Thousand (25,000) shares
of Company’s common stock. Company shall issue
Twenty Five Thousand (25,000) shares of Company’s common
stock to Consultant upon execution of this Agreement and Twenty
Five Thousand (25,000) shares on the fifteenth day of each calendar
month following the date of this Agreement until termination
through December 15, 2009.
3.2 The
Company's payments under Paragraph 3.1 above shall be deemed full
and complete consideration for the services to be rendered by
Consultant under this Agreement.
4. CONSULTANT'S
TIME COMMITMENT. Consultant shall devote such time as reasonably
requested by the Company for consultation, advice and assistance on
matters described in this Agreement and provides the same in such
form as the Company requests. The Company agrees that Consultant
shall not be prevented or barred from rendering services similar or
dissimilar in nature for and on behalf of any person, firm or
corporation other than the Company.
5. NATURE OF
SERVICES AND INDEPENDENT CONTRACTOR. The relationship
created
under this
Agreement is that of Consultant acting as an independent
contractor. The parties acknowledge and agree that
Consultant shall have no authority to, and shall not, bind the
Company to any agreement or obligation with any third party. The
parties also acknowledge that Consultant's services will consist in
part of introducing and facilitating the introduction of parties to
the Company. Consultant will not assist in any
negotiations between the Company and such parties. Consultant is
not a licensed broker-dealer and will not provide services as a
broker-dealer. Consultant will also not provide legal or accounting
services.
6.
NONDISCLOSURE OF CONFIDENTIAL INFORMATION. Consultant shall
maintain as secret and confidential all valuable information
heretofore or hereafter acquired, developed or used by the Company
relating to its business, operations, employees and customers that
may give the Company a competitive advantage in its industry (all
such information is hereinafter referred to as "Confidential
Information"). The parties recognize that, by reason of
Consultant's duties under this Agreement, Consultant may acquire
Confidential Information. Consultant recognizes that all such
Confidential Information is the property of the Company. During the
term of Consultant's engagement by the Company, Consultant shall
exercise all due and diligent precautions to protect the
