SERVICE AGREEMENT
This Service Agreement ("Agreement") is
made and entered into May 5, 2007 ("Effective Date") by and between
Haynes Capital Corp. Slovakia s.r.o. ("Service Provider"), a
corporation organized under the laws of the Slovak Republic and
First Source Data, Inc. ("Client"), a corporation organized under
the laws of Nevada.
The parties hereto agree as
follows:
1. Term
1. The term of this Agreement shall
commence on the Effective Date, and shall terminate 3 months from
the Effective Date, unless Client provides the Service Provider
with written notice of extension no later than 15 days prior to the
termination of the Agreement. In the event that Client provides
such notice of extension, the Agreement shall remain in effect for
additional periods of 1 month each until 15 days advance written
notice of termination is provided by either party to the other
party.
2. Services
2.1 During the term of this agreement,
for the purpose of raising marketplace awareness of Client, Service
Provider will provide the following services (the
“Services”):
(a) Upon request of Client when a
newsworthy event directly concerning Client occurs, up to a maximum
of 5 such events per month, write an update about the newsworthy
event (maximum 500 words) and disseminate the updates to the
various databases, email recipients, and internet properties
arranged or owned by Service Provider.
(b) Establish a single North American or
toll free phone number to handle media relations and shareholder
and investor communications for Client, for up to a maximum of 75
person hours per month.
(c) Generally utilize Service Provider’s partner network to
increase the investor awareness for Client.
2.2 The Services shall be performed in
full compliance with all applicable laws, statutes, regulations and
rules of the United States, including without limitation the United
States CAN-SPAM Act of 2003, the Securities Act of 1933, the
Exchange Act of 1934, and the rules and regulations promulgated
thereunder.
2.3 Client agrees that Service Provider
will not be required to include any particular material requested
by Client into the Services and that Service Provider shall have
sole control over content of the Services.
3. Client Obligations
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3.1 Client shall provide Service Provider
with fully accurate and reliable corporate information and contacts
regarding Client's business and capital stock in order to
facilitate Service Provider's Services.
3.2 Client shall provide to Service
Provider only information that Client is permitted to under all
applicable laws, statutes, regulations and rules, including without
limitation the United States Securities Act of 1933, the Exchange
Act of 1934, and the rules and regulations promulgated
thereunder.
4. Fees
4.1 As compensation for the investor
relations services, Client shall pay to Service Provider a fee of
USD$5,000 (the “Fees”) per month, within 30 days of the
Effective Date and within 30 days of each monthly anniversary of
the Effective Date during the term of this Agreement.
4.2 Client understands that the Fees are
non-refundable and binding upon signature of this
Agreement.
4.3 Service Provider shall not be
required to perform any further Services if, at any time, any Fees
payable by Service Provider have not been received by Client in
full.
4.4 Service Provider will make full
disclosure of payment from Client as required by any applicable
laws, statutes, regulations and rules of any governing authority,
exchange or regulatory body.
5. Liability
5.1 Client understands that Service
Provider makes no warranty as to results of the
Services.
5.2 Service Provider will not be
responsible for any false claims or misleading statements made
based on information provided by Client, eve
