Energulf Resources Inc. ENGFF

Energulf Columbus Copper arrangement agreement

[Columbus1494]

The complete arrangement agreement between Energulf and Columbus Copper can be found on SEDAR.Its dated Sep 9.
Energulf will pay Columbus Gold a monthly fee in return of:

0.   The Service Provider, through the services of its officers and employees, will provide services required in the day to day administration of the Recipient’s business as follows (collectively, the “Services”):

   1. a.)  Accounting services, including payroll, maintaining accounting records, and preparing budgets, and financial statements with related schedules;

   2. b.)  Office services, including receptionist, clerical and secretarial services;

   3. c.)  Contract management, including diarizing and monitoring payment and notice requirements;

   4. d.)  Corporate secretarial services, including corporate registry filings, news release dissemination, coordination of SEDAR filings through external counsel, preparing and filing all Information Circulars, AIFs, Filing Statements, Prospectuses, statements and reports to governmental and other regulatory agencies in

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accordance with applicable law including applicable securities regulators and stock exchanges;

5. e.)  In-house legal counsel services, as appropriate and liaising with external counsel;

6. f.)  Corporate development services;

7. g.)  Investor relations services;

8. h.)  Marketing services;

9. i.)  Preparation of cheques, notices, and documents for delivery or filing for the signatures of the Recipient’s authorized signatories;

10. j.)  Liaise with and provide information to Recipient’s public relations consultants, auditors, tax advisers;

11. k.)  Alarmed access to office space which is protected by an automated security camera system;

12. l.)  Access to photocopier and other office equipment

13. m.)  Use of data server which is backed up on-site and off-site on a daily basis and which has a disaster data recovery system in place; and

14. n.)  Internet access.

2. 2.02  The Service Provider shall not provide auditing or legal opinions. The Service Provider will provide legal advice and will consult with external counsel where appropriate.

3. 2.03  Without limiting the generality of the foregoing, and in addition to any other enumerated Services to be provided by the Service Provider hereunder, the Service Provider shall

second the following individuals to the Recipient to perform the roles set out below:

1. a.)  Akbar Hassanally, Chief Financial Officer;

2. b.)  Jorge Martinez, Vice President;

3. c.)  Jenna Virk, Corporate Secretary and VP Legal;

4. d.)  Andrew Y au, Controller;

5. e.)  Daniela Freitas, Legal and Accounting Assistant; and

6. f.)  An Executive Assistant/Receptionist

3.00 SERVICE FEES & EXPENSES

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1. 3.01  Subject to paragraph 3.02, for and in consideration of the Services provided by the Service Provider to the Recipient under paragraph 2.01, the parities hereto agree and, as applicable, ratify: (i) the payment by the Recipient to the Service Provider a service fee in the amount of $5,000.00 plus GST per month to be paid in advance on the first day of each month for the six months following the date of this Agreement, and increasing to $10,000.00 plus GST per month to be paid in advance on the first day of each month thereafter, (the "Monthly Fee") on a going forward basis during the term of this Agreement unless otherwise amended by agreement of each of the parties hereto.