MANAGEMENT AND GOVERNANCE
CONSULTANT AGREEMENT
THIS
AGREEMENT dated effective
December 1, 2008 is made:
Drayton
Harbor Resources Inc.
(referred to as
the “Company")
Chamberlain Capital Partners
Barnstable,
Massachusetts
(referred to as
“Consultant")
The Company
hereby engages the Consultant to perform the following services in
accordance with the terms and conditions set forth in this
Agreement: The Consultant will consult with the officers and
employees of the Company concerning matters relating to corporate
management and governance, including day-to-day operations,
accounting, regulatory compliance, marketing and investor relation
services.
The term of
this Agreement will commence December 1, 2008 and will continue
until November 30, 2009. Either party may terminate this
Agreement by giving the other party thirty (30) days written notice
delivered by registered mail or confirmed email.
3.
Place Where Services Will Be Rendered
The Consultant
will perform most services in accordance with this Agreement at 104
Swallow Hill Dirve, Barnstable, Massachusetts, USA,
02630. In addition, the Consultant will perform services
on the telephone and at such other places as designated by the
Company to perform these services in accordance with this
Agreement.
The Consultant
will be paid in advance on the 1st day of each month at the rate of
Two Thousand, Five Hundred Dollars in US funds (US$ 2,500.00) per
month for work performed in accordance with this Agreement, such
amount to be inclusive of all disbursements, including basic
travel, printing, postage, long distance telephone charges and
other related costs as reasonably incurred by the Consultant for
the purpose of the provision of the Consultant’s services to
the Company; Provided that the Consultant issues an
invoice to the Company on or before the first day of each month of
the term. In the event extended travel is required, the
Consultant can submit additional receipts regarding such travel to
the Company for reimbursement consideration and providing that the
disbursements must be submitted once per month and will only be
reimbursed once per month. In the event the Consultant is aware
that a certain disbursement will be in excess of $500.00, he must
submit for approval by the Company in advance of its having been
incurred The Consultant has the right to ask the Company
for an advance payment, if appropriate, to pay for certain
disbursements that have been pre-approved by the
Company.
5.
Independent Contractor
Both the
Company and the Consultant agree that the Consultant will at all
t
