Evergreen Marketing,
Inc.
2035 Westwood Blvd. #210
Los Angeles, CA 90025
(310)470-7788
THIS SERVICE
AGREEMENT is entered into
on 10/06/09 ( herein the "Effective Date" ) between
Evergreen Marketing, Inc . and Caleco Pharma Corp. for
shareholder awareness services related to Caleco Pharma
Corp.(OTCBB: CAEH). Caleco Pharma Corp. herein may be referred to
as “CLIENT.”
A. Evergreen Marketing, Inc . provides
consulting and marketing services in connection with CLIENT’s
ongoing business activities.
B. CLIENT employs the services of Evergreen
Marketing, Inc . to provide consulting and marketing services,
as defined below, and Evergreen Marketing, Inc . to provide
such services to CLIENT.
NOW, THEREFORE
, for the mutual promises,
representations, warranties and covenants contained herein, the
parties agree as follows:
AGREEMENT
1. Consulting and Marketing Services. Evergreen
Marketing, Inc . shall provide the following services
throughout the term of this Agreement ( collectively the
"Consulting and Marketing Services” ):
1.1 Corporate consulting and promotion including,
but not limited to, e-mail database distribution and at least two
(2) taped Green Baron CEO webcasts available at www.thegreenbaron.com .
1.2 Evergreen Marketing will conduct the webcast
interviews with a senior director or representative of Caleco
Pharma Corp. at a time to be determined within the next 90 days.
The webcast interviews are typically about 10 to 20 minutes in
length, and it is preferable that the interviews are conducted with
the CEO, President, Chairman, or founder. Evergreen Marketing will
provide a list of suggested webcast interview questions prior to
each interview.
1.3 Evergreen Marketing will furnish the CLIENT or
Public Relations representative associated with CLIENT suggested
press releases to announce details of the webcast. Evergreen
Marketing will also alert its opted in members of The Green Baron Report of the webcast
through a separate email and on the marquee of its
website(s).
1.4 Evergreen Marketing plans to introduce Caleco
Pharma Corp. (BB: CAEH) to its members in The Green Baron Report as its 81
st Green Baron “Stock Pick” on or about
Tuesday, October 13, 2009 and the stock will be added to its list
of previously fully profiled “Stock Picks” on the home
page at TheGreenBaron.com. The profile report will focus on the
positive developments of the Company and its business plan, and
will be emailed to all opt in members in Evergreen
Marketing’s databases.
1
1.5 Evergreen Marketing will update its members on
newsworthy developments of Caleco Pharma Corp. through email
distributions to its members and updates in the marquee on the
website for a period that will last at least 90 days from the date
of our initial profile.
1.6 All webcast interviews with CLIENT will also be
available on Evergreen Marketing’s affiliated stock awareness
website at www.strictlystocks.com for at least 180
days.
1.7 Evergreen Marketing will contract independently
with a third party to ensure that accurate positive information is
disseminated on financial message boards for a period no less than
two weeks.
1.8 In performing its services under this
Agreement, Evergreen Marketing, Inc. will not make use of spam
e-mails or spam faxes or any other improper or manipulative
promotional methods or activities and shall not engage any
subcontractor involved in such activities.
1.9 Evergreen Marketing, Inc. shall not distribute
any materials or make any representations about the Client, its
business or prospects other than as set out in the public filings
of the Client without the prior written approval of a
representative of the Client
2 . Evergreen Marketing, Inc . may
disseminate a corporate profile of CLIENT’s corporation and
operational practices to potential shareholders, the investment
community, including, but not limited to The Green Baron Investors
Society database and The Green Baron
Report database.
2.1 For the period commencing upon the date of this
agreement report and continuing for a period of at least 90 days (
herein "Consulting Term" ) from the release date of email
referencing CAEH to its databases and posting on TheGreenBaron.com
website. Evergreen Marketing, Inc . shall render Consulting
and Marketing Services, as directed, verbally or in writing, to
CLIENT in connection with said CLIENT's business.
2.2 During the term of this Agreement Evergreen
Marketing, Inc . has no and shall not assert any ownership
interest to the business names or trademarks of CLIENT.
3.
Nondisclosure.
3.1 Evergreen Marketing, Inc . covenants and
agrees to use any Confidential Information, as described below,
released to Evergreen Marketing, Inc . from client solely
for the purpose of performing its consulting services hereunder.
Evergreen Marketing, Inc . covenants and agrees not to use
the Confidential Information for an
