EXHIBIT # 10.49
This Engagement Agreement ("Agreement") is entered into as of this___________, 2003 by and between DAN
BURNS ("Mr. Burns") of ___________________, Eugene Martineau ("Mr. Martineau) of
_____________________and MOLECULAR DIAGNOSTICS, INC. 414 N Orleans, Suite 800, Chicago, IL
60610 (the "MDI").
WHEREAS, MDI desires to contract with Mr. Burns and Mr. Martineau for the purpose of assisting MDI in
certain investor relations, and other financial aspects of its business or as requested and agreed upon by the
parties on a case-by-case basis during the period of this Agreement; and,
WHEREAS, Mr. Burns and Mr. Martineau are willing and able to provide such consulting services to MDI
according to the terms and conditions set forth herein,
NOW, THEREFORE, in consideration of the foregoing and the mutual promises and covenants contained
below, the parties agree as follows:
1 ENGAGEMENT FOR CONSULTING SERVICES - MDI hereby engages Mr. Burns and Mr. Martineau,
and Mr. Burns and Mr. Martineau agree to accept such engagement, to consult with MDI with respect to its
business and interaction with existing and new investors ("Investor Relations"). Unless specifically referenced in
writing by MDI, neither Mr. Burns nor Mr. Martineau shall have authority to act on behalf of and bind, represent,
and engage MDI in any way. Unless specifically authorized in writing by Mr. Burns or Mr. Martineau, MDI shall
have no authority to act on behalf of or bind Mr. Burns or Mr. Martineau in any way by any promise,
representation or agreement.
2 BEST EFFORTS - Mr. Burns and Mr. Martineau shall each use his best efforts to perform the obligations
under this engagement but makes no commitment that any Transaction can or will be arranged with any party.
Neither Mr. Burns nor Mr. Martineau accepts any liability for their inability to achieve the intended
Responsibilities defined in the attached Statement of Work & Fees.
3 COMPLIANCE - Both Mr. Burns and Mr. Martineau have the responsib