CONSULTING SERVICES AGREEMENTConsulting Services Agreement |
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JAG MEDIA HOLDINGS, INC | STONE STREET ADVISORS, LLC. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here. |
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EXHIBIT 10.3
CONSULTING SERVICES AGREEMENT
THIS CONSULTING SERVICES AGREEMENT entered into this 25th day of
January, 2005 (hereinafter "Effective Date") by and between STONE STREET
ADVISORS, LLC, a Nevada Limited Liability Company ("Stone Street") with its
principal office at 101 Hudson Street - Suite 3700, Jersey City, New Jersey
07302, and JAG MEDIA HOLDINGS, INC., a Nevada corporation, with its principal
office located at 6865 SW 18th Street, Suite B13, Boca Raton, Florida 33433 (the
"Company").
The Company desires to engage Stone Street to perform as an independent
contractor to provide certain consulting and advisory services to the Company as
designated below, and Stone Street desires to accept such engagement by the
Company, pursuant to the terms and conditions of this Consulting Agreement.
In consideration of the representations, warranties, mutual covenants
and agreements set forth herein, the parties agree as follows:
1. SCOPE OF SERVICES.
a. Duties and Performance. From time to time during the term of this
Agreement, Stone Street shall provide such advisory services to the Company with
regard various types of financial arrangements, including, equity line of credit
financing, debt financing, other forms of direct investment in the Company and
general corporate matters (the "Services").
b. Independent Contractor Status. The parties agree that Stone Street
is an independent contractor performing Services hereunder and not an employee
of the Company. Stone Street may use contractors or other third parties of Stone
Street's choice to assist Stone Street in rendering such Services. Unless
otherwise agreed by Stone Street in writing, the Company shall be responsible
for payment of all compensation or expenses payable or reimbursable to Stone
Street and/or such third parties. Nothing herein or in the performance hereof
shall imply either a joint venture or principal and agent relationship between
the parties, nor shall either such relationship be deemed to have arisen under
this Agreement.
2. COMPENSATION AND EXPENSES.
a. Fee. In respect to Stone Street performing any Services hereunder
the Company shall pay to Stone Street a one time fee in an amount equal to
$50,000 (the "Fee").
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3. INDEMNIFICATION. Exhibit A attached hereto and made a part hereof sets forth
the understanding of the parties with respect to the indemnification and
exculpation of Stone Street. The provisions of Exhibit A shall survive, and
remain in full force and effect after, the termination of this Agreement until
fully performed.
4. TERM AND TERMINATION. The initial term of this Agreement shall be for a
period commencing on the Effective Date hereof and ending on the one anniversary
of the date of this Agreement; thereafter, unless previously terminated, and
neither party has given notice of termination, this Agreement shall be
automatically renewed for successive year periods of one year each. Either party
may terminate this Agreement without cause or without the necessity of
specifying cause by giving written notice of termination to the other party.
This Agreement shall terminate






