Comprehensive Resource Advisors
MANAGEMENT CONSULTING AGREEMENT
This AGREEMENT is made this 1st day of August 2001 between Panama Industries, Inc. (THE COMPANY)
with its principle business offices located at 76 North Broadway, Hicksville, New York 11801 and
Comprehensive Resource Advisors, Inc., (THE FIRM), with its principle business offices located at 199 Willis
Avenue, Mineola, NY 11501, and is deemed to be effective as of this date, August 1st, 2001.
During the last 15 years, the principals of THE FIRM have had extensive Management Consulting experience
with a variety of private and public corporations. This AGREEMENT pertains to retaining THE FIRM as
Management Consultants, reporting directly to the Chairman of THE COMPANY, unless specifically directed
otherwise. THE COMPANY wishes to retain THE FIRM and accordingly THE FIRM and THE COMPANY
agree to as follows:
a. THE FIRM, shall provide sound advice and other consulting services to THE COMPANY with respect to
matters related to the operations, technology, control, management, and financing of THE COMPANY.
b. THE FIRM will utilize their best efforts to provide the services to THE COMPANY
c. THE FIRM will be available to discuss any and all company matters that are presented, within a reasonable
period of time and with a high degree of discretion.
d. THE COMPANY on a monthly basis will provide the "NOBO" Report to THE FIRM. THE COMPANY
will provide to THE FIRM the Weekly DTC Report.
e. THE FIRM can and will provide the following list of services at the request of THE COMPANY and with an
agreed upon cost for each specific service identified.
Retainer Agreement:10/15/2001 Page 1 of 4
Description of Special Services Available
1. Management Consulting
2. SEC Filings
3. Merger & Acquisition Advice
4. Due Diligence Effort
5. Investor Relations
6. Public Relations
7. Facilitate Introductions to Broker/Dealers Firms
8. Facilitate Introductions to Investment Banking Firms
9. Strategic Market