INDEPENDENT
CONTRACTOR AGREEMENT FOR SERVICES
(Managing Director of
UOMO Publishing Division)
THIS AGREEMENT
made and entered into
this 15th day of December, 2008 (the “Effective Date”)
by and between UOMO Media Inc. , (“UOMO”) a
Nevada Corporation, and Peter Coquillard, a sole proprietor
("Independent Contractor") , according to the terms and
conditions set forth below:
I.
SERVICES
.
UOMO hereby
re-engages Independent Contractor to render non-exclusive services
as the Managing Director of UOMO’s Publishing Division.
Said services shall include, but are not limited to (a)
Establishing global publishing administration deals; (b)
Identifying and negotiating publishing acquisitions; (c)
Establishing co-writes; (d) Raising private placement investments;
(e) Such services usually and customarily rendered by and required
of persons engaged in the capacity of Managing Director of
Publishing Division; and (f) Meeting certain TBD benchmarks
(“Benchmarks”). Independent Contractor’s
services shall be rendered in a diligent and cooperative manner.
Independent Contractor warrants and represents that he
possesses all necessary skills to perform the services described
herein and is free to enter into this Agreement. The quality
of services provided by Independent Contractor is a matter of prime
importance. Should any portion of Independent Contractor's
services be unsatisfactory to UOMO, UOMO may reject the same.
Independent Contractor may take steps necessary to remove the
cause or basis for the disapproval by UOMO.
II.
TERM/TERMINATION
.
Independent
Contractor will commence performance of services for UOMO starting
on the Effective Date and will continue for a period of twelve (12)
months until December 14, 2009 (“Term”) with the
understanding that either party may terminate Independent
Contractor's services at any earlier date with sixty (60) days
prior written notice and with no further obligation to the other
Party, except full payment for services rendered as agreed by the
parties herein. In the absence of the formal termination or
renegotiation of terms of this Agreement during the initial term,
this Agreement will automatically renew for periods of one year
(“Renewal Term”) with the same compensation on the same
terms of this Agreement.
III.
COMPENSATION
.
In consideration
for services rendered, UOMO shall pay Independent Contractor and
Independent Contractor accepts the following: TBD and as outlined
in the Side Letter Agreement.
IV.
EXPENSES.
The Company shall
reimburse the Independent Contractor for all appropriate business
related expenses incurred on behalf of the Company within 30 days
of receiving satisfactory written documentation and backup
(sufficient to be audited and included in the Company’s tax
return) setting out the expense incurred by the Independent
Contractor subject to approval from the Chief Executive Officer of
the Company, the Chief Financial Officer of the Company, or the
board of directors of the Company.
V.
RIGHTS
SECTION . Independent Contractor
acknowledges and agrees that the results and proceeds of his
services pursuant to this Agreement shall be deemed the property of
UOMO. UOMO shall be the sole owner of any and all rights in
and to UOMO's Project(s) for which Independent Contractor renders
services. UOMO has the right to its Project(s) (including the
results and proceeds of Independent Contractor's services), in part
or in whole, throughout the Universe in any manner and/or media now
known or hereafter devised in perpetuity, without any further
approval of or obligation to Independent Contractor, unless
otherwise agreed to in writing by the Parties.
VI.
CONFLICT
.
Independent Contractor
will not, during the Initial Term or during any Renewal Term,
provide any service to any person where the performance of that
service may or does, in the reasonable opinion of the Independent
Contractor or the actual knowledge of the Independent Contractor
give rise to a conflict of interest between the obligations of the
Independent Contractor under this Agreement, and the obligations of
the Independent Contractor to such other person. The Company
acknowledges the following:
(i) Independent
Contractor’s “First Look Deal” with Nettwerk One
Music (“NETTWERK”)
(ii) Independent
Contractor’s Archangel East/China
(“ARCHANGEL”)
Under no circumstances
will any le