Attached files
| file | filename |
|---|---|
| 8-K - CHINA MARINE FOOD GROUP LTD | v171750_8k.htm |
| EX-10.2 - CHINA MARINE FOOD GROUP LTD | v171750_ex10-2.htm |
| EX-10.3 - CHINA MARINE FOOD GROUP LTD | v171750_ex10-3.htm |
| EX-99.1 - CHINA MARINE FOOD GROUP LTD | v171750_ex99-1.htm |
| EX-10.1 - CHINA MARINE FOOD GROUP LTD | v171750_ex10-1.htm |
Exhibit
10.4 – Consultancy Agreement
Confidential
(1)
China
Marine Food Group Limited
(Ticker
Symbol: CMFO.AMEX)
and
(2) World
Global Investments Hong Kong Limited
Financing
Consultancy Engagement Letter
October
18, 2009
1
This
Agreement was signed by the following parties on October 18, 2009:
|
(1)
|
CHINA
MARINE FOOD GROUP LIMITED (hereinafter
referred to as “Party A”)
|
Registered
Address:
Legal
Representative:
Job
Duties:
|
(2)
|
WORLD
GLOBAL INVESTMENTS HONG KONG LIMITED (hereinafter referred to as “Party
B”)
|
Registered
Address:
Legal
Representative:
Job
Duties:
Whereas:
|
(1)
|
Party
A intends to obtain financing from Hong Kong or other overseas capital
markets (form of financing could be equity financing, corporate bonds or a
variety of mixed forms of financing) in order to conduct mergers and
acquisitions within their industry or to develop and strengthen their
business scope, so as to establish a comprehensive and efficient
modernized enterprise management system;
and
|
|
(2)
|
Party
B has previously provided advisory services to Party A to assist Party A
with respect to the structuring and analysis of corporate financing
proposals and Party A’s capitalization, and has the capability of
assisting Party A with the current proposed financing between
USD15,000,000 and USD20,000,000.
|
Party A
and Party B have reached the following agreements after friendly
negotiation:
|
(1)
|
Party
A hereby agrees and confirms to engage Party B to provide consultancy
services for the aforementioned financing activities (including equity
financing, corporate bonds or a variety of mixed forms of financing),
including assistance in evaluating proposals received from third parties,
including placement agents, underwriters and investors (provided the
investors are located outside of the United
States).
|
2
|
(2)
|
Party
A hereby agrees to pay Party B in terms of common stocks as consultancy
fees within five business days after the completion of the aforementioned
financing. The method of payment is set out as
below:
|
|
(a)
|
Party
A will issue 177,000 shares of their own common stock to Party B as
consultancy fees;
|
|
(b)
|
When
Party A issues shares to Party B, Party B will provide the names of the
shareholders (could be under the names of individuals or entities) to
Party A for share registration
purposes.
|
|
(3)
|
Both
Party A and Party B hereby agree that the legal interpretation of this
Agreement shall be based on the laws of the Hong Kong Special
Administrative Region.
|
|
(4)
|
This
Agreement is written in Chinese and valid for six months since the
effective date of this executed
Agreement.
|
|
(5)
|
This
Agreement is made in duplicate. Party A and Party B shall hold one copy
respectively and each copy shall have the same legal binding
effect.
|
China
Marine Food Group Limited
|
/s/
Pengfei Liu
|
|
|
|
|
|
Signature
by Legal Representative
|
World
Global Investments Hong Kong Limited
|
/s/
William Wong
|
|
|
|
|
|
Signature
by Legal Representative
|
3