AGREEMENT, made this 13th day of August 2004 and effective as of the 16th day of August, 2004, between
BRANDPARTNERS GROUP, INC., a Delaware Corporation (the "Company"), located at 10 Main Street,
Rochester, NH 03839, and ANTHONY J. CATALDO, ("Cataldo").
W I T N E S S E T H:
WHEREAS, Cataldo is serving as Non-Executive Chairman of the Company and was elected as a director by
WHEREAS, Cataldo has heretofore provided and is continuing to provide certain consulting services to the
Company and the Company is desirous of having Cataldo to continue to serve as a consultant to the Company.
NOW THEREFORE, IN CONSIDERATION OF THE PREMISES AND THE MUTUAL
PROMISES SET FORTH HEREIN, THE PARTIES HERETO AGREE AS FOLLOWS:
1. Cataldo in addition to his duties as serving as Non-Executive Chairman of the Company will provide advice
and consultation on general corporate matters, particularly related to shareholder and investor relations, assisting
the Company with respect to raising equity and other financing for the Company, and other projects as may be
assigned by the Company's Board of Directors on an as needed basis for a term of three (3) years from the
effective date of this Agreement.
2. The Company shall be entitled to Cataldo's services at reasonable times, and upon Cataldo's availability during
times that do not conflict with Cataldo's work on behalf of other public companies, so long as there is no conflict
of interest with the business of the Company, and to the extent requested by, and subject to the direction of the
Board of Directors. The Company acknowledges that Cataldo serves as Chairman of the Board of Calypte
3. Cataldo shall provide Company with periodic reports either verbal or written, concerning the status of various
projects assigned to Cataldo.
4. Reasonable travel and other expenses necessarily incurred by Cataldo to render such services shall be
reimbursed by the Company promptly upon receipt of proper st