MANAGEMENT SERVICES AGREEMENT
THIS AGREEMENT dated effective as of the 1st day of March, 2007
BETWEEN: SCOTT HOUGHTON, of 1525 Yew Street,
Vancouver, BC, Canada, V6J 3E5
(hereinafter called "Houghton")
OF THE FIRST PART
AND: BIG BEAR RESOURCES INC., a company
incorporated under the laws of the
State of Nevada
(hereinafter called "Big Bear")
OF THE SECOND PART
WHEREAS Houghton has business and management expertise and
maintains an office with administration services, including
telephone and computer services;
AND WHEREAS Big Bear requires management services, office
administration services, including telephone and computer services,
and wishes Houghton to provide same to Big Bear;
NOW THEREFORE THE PARTIES HAVE AGREED and do hereby agree as
1. Houghton hereby agrees to provide his services as President of
Big Bear to carry out management and direction of the business
of the Company (the "Management Services").
2. Houghton hereby agrees to provide office administration
services, including telephone and computer services, to Big Bear
(the "Administrative Services").
3. In consideration of Houghton providing all the Management
Services and the Administrative Services to Big Bear, Big Bear agrees to pay to
Houghton a consulting fee in the amount of
$3,000.00 U.S. per month payable on the 1st day of each month
(the "Consulting Fee").
4. In addition to the payment of the Consulting Fee, Big Bear
agrees to reimburse Houghton for any expenses directly
attributable to performing its obligations to Coyote pursuant
to this Agreement.
5. It is agreed that the Management Services to be provided by
Houghton to Big Bear will account for approximately 15% of
Houghton's business time. The Consulting Fee will be
increased in the event that Houghton is required to spend more
than 15% of his business time in
providing the Management Services to an amount equal to fair
market value of Houghton's services.
6. This Agreement shall be for a