This Consulting Agreement (this “ Agreement ”) is entered into as of January 15, 2010 by and between
CelLynx Group, Inc. (the “ Company ”) and Seahawk Capital Partners, Inc. (the “ Consultant ”).
The Consultant has expertise in the investment banking and investor relations fields and is
willing to provide consulting services to the Company.
The Company is willing to engage the Consultant as an independent contractor on the terms
and conditions set forth herein.
In consideration of the foregoing and of the mutual promises set forth herein, and intending to be legally
bound, the parties hereto agree as follows:
The Company hereby engages the Consultant to render, as an independent
contractor, the consulting services described in Exhibit A hereto and such other services as may be agreed to in
writing by the Company and the Consultant from time to time.
The Consultant hereby accepts the engagement to provide consulting services to the
Company on the terms and conditions set forth herein.
Term . This Agreement will commence on the date first written above, and unless modified
by the mutual written agreement of the parties, shall continue until January 15, 2011 (the “ Term ”). The
Company may terminate this Agreement upon thirty (30) days’ written notice to the Consultant.
In consideration of the services to be performed by the Consultant, the Company
agrees to pay the Consultant in the manner and at the rates set forth in Exhibit A.
(b) Out-of-pocket expenses incurred by the Consultant that are authorized by the
Company in advance in writing shall be reimbursed by Company to the Consultant.
4. Consultant's Business Activities .
(a) During the term of this Agreement, the Consultant will engage in no business or o