THIS AGREEMENT dated as of the 20th day of July 2007
WHEREAS the Consultant has expertise in certain areas to provide assistance to the Corporation on the
terms and conditions set forth herein; and
WHEREAS the Corporation is willing to engage the Consultant as an independent contractor, and not
as an employee, on the terms and conditions set forth herein;
NOW THEREFORE , in consideration of the obligations herein made and undertaken, the parties,
intending to be legally bound, covenant and agree as follows:
CHAPMAN CFO Resources Inc.
(hereinafter referred to as the “Consultant”)
(hereinafter referred to as the “Corporation”)
1.1 Sections and Headings are included for convenience of reference only and shall not affect the
construction or interpretation hereof.
1.2 This agreement may not be amended or modified in any respect except by written instrument
signed by both parties .
Character and Extent of Services
It is the mutual intent of the parties hereto that the Consultant shall act strictly in a professional
consulting capacity for the Corporation for all purposes and in all situations.
The Consultant shall provide ongoing and project-specific services for the Corporation in areas
related to the expertise of the Consultant.
The Consultant reserves full control over activities, selection of methods, and work done under
the terms of this agreement as provided to the Corporation.
The Consultant agrees to perform work done under the terms of this agreement in accordance
with the highest and best professional standards. The Consultant shall faithfully serve and shall
devote his skills and attention to the duties in the best interests of the Corporation.
The consultant is