EXHIBIT 10.1
ADVERTISING AGREEMENT
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THIS ADVERTISING AGREEMENT (the
"Agreement") is made and entered into as of May
19, 2004 by and between AngelCiti
Entertainment, Inc., a Nevada corporation,
(hereinafter referred to as "AngelCiti")
with an office at 9000 Sheridan Street,
Suite 7, Pembroke Pines, FL 33024 and
Corinth IV eirl with an address at Centro
Colon, Octavo Piso, Saliendo de la Lavador,
Mano Izqueirda, Puerta de Madera,
San Jose, Costa Rica hereinafter referred
to as (the "Consultant") (together the
"Parties").
WHEREAS, the Parties desire to formalize the terms and conditions
under
which Consultant shall provide consulting
services to the AngelCiti.
NOW, THEREFORE, in consideration of the mutual promises and
covenants
herein contains, and other valid
consideration, receipt of which is hereby
acknowledged, the Parties agree as
follows:
1. TERM
OF AGREEMENT AND RENEWAL.
The Agreement shall remain in effect for one year beginning June
1,
2004 and continuing through May 31, 2005.
This agreement may be extended for one
year by AngelCiti, upon the same terms and
conditions set forth herein by
presenting the Consultant with written
notice of such extension within 60 days
of the end of the term of this
Agreement.
2.
NATURE OF SERVICES TO BE RENDERED.
Consultant shall provide the AngelCiti with marketing services for
its
online gaming operations for increasing
traffic to AngelCiti licensee websites.
Consultant shall place advertising on
behalf of AngelCiti and perform such other
activities designed to promote the
AngelCiti licensee websites.
3.
COMPENSATION.
For the consulting services provided during the term of the
engagement,
Consultant charges a one time up front fee
of 8.5 million shares of registered
stock at a $.0025 cost basis, representing
the "Consulting Fee". The consulting
services will be for a period of 1 year.
ANGELCITI will issue to Consultant
within 10 business days of signing the
Consulting and Marketing Agreement
receipt of the Consulting Fee. Payment
shall be made as directed by the
Consultant to various executives and/or
employees of Consultant.
4. BEST
EFFORTS.
It is understood that all of the efforts and services of
Consultant
will be on a "best efforts" basis only, and
Consultant makes no representations
or warranties.
5.
CONTRACTING AUTHORITY
The parties acknowledge and agree that Consultant may subcontract
or
assign a portion of its obligations under
this Agreement to other companies,
entities, cont