MANAGEMENT CONSULTANT AGREEMENT
This Management Consultant Agreement (the
"Agreement") is made and entered into effective as of the 17th day
of September, 2007 (the "Effective Date"), between AZTEK
VENTURES INC. , a Nevada corporation, (the "Company") and
DAVID R. DEERING (the “Consultant”).
WHEREAS:
A. The
Company is engaged in the business of mineral exploration.
B. The
Company desires to retain the Consultant to act as Vice President
of Exploration of the Company and to provide consultant services to
the Company on the terms and subject to the conditions of this
Agreement.
C. The
Consultant has agreed to act as Vice President of Exploration of
the Company and to provide consultant services to the Company on
the terms and subject to the conditions of this Agreement.
THIS AGREEMENT WITNESSES THAT in
consideration of the premises and mutual covenants contained in
this Agreement and other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the
parties, intending to be legally bound hereby, agree as
follows:
1.
DEFINITIONS
1.1 The following
terms used in this Agreement shall have the meaning specified below
unless the context clearly indicates the contrary:
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(a) |
"Consultant Fee" shall mean the
consultant fee payable to the Consultant at the rate set forth in
Section 5.1;
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(b) |
"Board" shall mean the Board of Directors
of the Company;
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(c) |
"Term" shall mean the term of this
Agreement beginning on the Effective Date and ending on the close
of business on the date of the termination of this Agreement.
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2.
ENGAGEMENT AS A CONSULTANT
2.1
The Company hereby engages the Consultant as a consultant to
provide the services of the Consultant in accordance with the terms
and conditions of this Agreement and the Consultant hereby accepts
such engagement.
3.
TERM OF
THIS AGREEMENT
3.1
The term of this Agreement shall become effective and begin as of
the Effective Date, and shall continue until the close of business
on September 16, 2009 , unless this Agreement is earlier
terminated in accordance with the terms of this Agreement or
extended by the Board of Directors of the Company.
4.
CONSULTANT SERVICES
4.1
The Consultant agrees to act as Vice President of Exploration of
the Company and to perform the following services and undertake the
following responsibilities and duties to the Company as consulting
services (the "Consulting Services"):
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(a) |
exercising general direction and supervision
over the mineral exploration and development affairs of the
Company;
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(b) |
Providing general business assistance to the
Company;
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(c) |
performing such other duties and observing such
instructions as may be reasonably assigned from time to time by or
on behalf of the board of directors of the Company in the
Consultant’s capacity as Vice President of Exploration,
provided such duties are within the scope of the Company’s
business and implementation of the Company’s business
plan.
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4.2 The Consultant
shall devote such attention and energies to the business affairs of
the Company as may be reasonably necessary for the discharge of his
duties as Vice President of Exploration, provided, however, the
Consultant may engage in reasonable investment and other personal
activities that do not interfere with the Consultant's obligations
hereunder.
4.3 The Consultant
will at all times be an independent contractor and the Consultant
will not be deemed to be an employee of the Company.
5.
CONSULTANT FEE
5.1 During the term
of this Agreement, the Company shall pay the Consultant a
consultant fee in consideration of the provision of the Consulting
Services equal $6,000 US per month (the "Consultant Fee").
6.
REIMBURSEMENT OF EXPENSES
6.1
The Company will pay to the Consultant, in addition to the
Consultant Fee, the reasonable travel and promotional expenses and
other specific expenses incurred by the Consultant in provision of
the Consulting Services, provided the Consultant has obtained the
prior written approval of the Company.
7.
TERMINATION
7.1 The Company may
terminate this Agreement: (i) at any
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