You are on page 1of 5

HYSYS CONSULTING COURSE AGREEMENT

THIS HYSYS CONSULTING COURSE AGREEMENT made as date of October November


271st, 20232 _________________.

B E T W E E N:

(AUSMETECCOMPANY NAME or PERSON NAME) PTY. LTD.,, located at


176 South Creek Rd, (DIRECTION) Cromer NSW 2099, Australia ; (hereinafter
referred to as “AUSMETECCOMPANY NAME”)

- and -

MAGNETOMETALLURGYLNGIANT ENGINEERING E.I.R.L., located at


Central Road 580 Ataura - Junin, Peru; (hereinafter referred to as
“MAGNETOMETALLURGYLNGIANT ENGINEERING”)

WHEREAS:

A. AUSMETECCOMPANY NAME and MAGNETOMETALLURGYLNGIANT


ENGINEERING (collectively referred to as the “Parties” and each individually referred to
as a “Party”) wish to work together by entering into a consulting relationship concerning
the market development, marketing for performing HYSYS coursesrental and sales of
AUSMETEC´s technology ProFlote magnets to various customers, principally small,
and medium, large chemical and mining companies (except Ausmetec's existing customers
or customers Ausmetec can demonstrate they are in discussion with). The list of customers
and the business strategy will be regularly discussed between the two parties as required;
and

B. In the course of their discussions, the Parties may disclose to each other certain information
which is proprietary;

C AUSMETECCOMPANY NAME has an existing confidential , international license and


marketing agreement with with FLSMIDTH on the ProFlote technologyLNGIANT
ENGINEERING. The relationship between AUSMETECCOMPANY NAME and
MAGNETOMETALLURGYLNGIANT ENGINEERING will not contravene the
AUSMETECCOMPANY NAME-another companyFLSMIDTH agreement;

D COMPANY NAME’S Hysys courses areProFlote is usually performedsupplied for a


technical trainingtest to the customer, focusing on assessment of practical cases, in the

1/5
chemical / mining sector. for 4-6 months. Based on the test results the customer can decide
whether to rent, buy or return the ProFlote to AUSMETEC;

E This Agreement cannot apply to a site where MAGNETOMETALLURGYLNGIANT


ENGINEERING or JOSE OJEDA OREose Ojeda is employed and there is a CONFLICT
of INTEREST.

NOW THEREFORE the Parties covenant and agree as follows:

1. 1. Customer protection.

For each customer that MAGNETOMETALLURGYLNGIANT ENGINEERING


introduces to AUSMETECCOMPANY NAME (hereinafter referred to as “Customer”),
AUSMETEC shall always send the cc copies of any direct contacts, requests, or orders
from Customer to MAGNETOMETALLURGY; and
MAGNETOMETALLURGYLNGIANT ENGINEERING shall also always send
AUSMETECCOMPANY NAME the cc copies of any direct contacts, requests, or orders
from Customer.

2. 2. Confidential Information.

As used in this Agreement, the words “Confidential Information” mean all information which
is disclosed at any time by one Party (the “Disclosing Party”) to the other Party (the
“Receiving Party”) which is not generally known or available to persons outside of the
Disclosing Party, whether such information is disclosed orally, in writing, graphically,
electronically or in other machine-readable format, by way of sample or specimen, or in any
other format, and includes, by way of example and without limitation, the following: financial
and business information of each Party, including purchase orders and pricing; all
AUSMETECCOMPANY NAME technology development; all data, studies, documentation,
research, reports, analyses, test results, technical scientific information and know-how
regarding Hysys coursesthe ProFlote technology; all present and future business plans,
models, strategies, projects and opportunities of each Party; all customer names, lists, contacts
and profiles of each Party; and all other information disclosed by a Party to the other Party that
is not generally available outside of the Disclosing Party which if disclosed would materially
adversely affect the Disclosing Party or would aid or benefit its competitors.

3. 3. Protection.

2/5
Each Party shall take all reasonable precautions to safeguard the confidential nature of the
other Party’s Confidential Information, including but not limited to taking at least those
precautions taken by the Receiving Party to protect its own confidential information.

4. 4. Use of Confidential Information.

Each Party shall use the Confidential Information of the other Party for the sole and exclusive
purpose of evaluating the Confidential Information and discussing potential commercial
arrangements between the Parties regarding the supply, marketing and sale of the ProFlote
TechnologyHysys courses. Each Party shall not otherwise use or exploit the Confidential
Information of the other Party without the other Party’s prior consent, which consent may be
withheld in the Disclosing Party’s sole and absolute discretion.

5. 5. Confidentiality.

Each Party shall hold the Confidential Information of the other Party in strictest confidence
and shall not, either directly or indirectly, disclose any Confidential Information of the other
Party to any third party, except as may be authorized by the Disclosing Party in writing.
The absence of any marking or legend indicating that any particular information disclosed by
a Party is to be treated as confidential shall not limit or diminish the obligation of the
Receiving Party to treat such information as Confidential Information.

6. 6. Commission Commitment.

Payment for expositor: Price of course per person is stated in USD 100.00 dollars to be
paid to COMPANY NAME bank account directly). Then, for example, if LNGIANT
organize a course for 20 people, COMPANY NANE'll be paid USD 2000.00 USD, it
means USD 100.00 by participant.

Payment for organizer: LNGGIANT will manage the extra commission prices for
organizing the courses and search for potential attendees, for example an additional USD
100.00 for the course, in such a way, the course cost could be USD 200.00 per person, of
which LNGIANT profit would be USD 100.00.
MAGNETOMETALLURGY will be paid by AUSMETEC a commission of 5% of the
gross rental amount for the ProFlote test paid by the customer. This amount will be paid to
MAGNETOMEATALLURGY at the bank account designated by
MAGNETOMEATALLURGY within 30 days of Ausmetec receiving the payment for the
test.

MAGNETOMETALLURGY will be paid by AUSMETEC a commission of 1.0% of the


gross purchase price for the ProFlote if it is purchased by the customer for purchase over

3/5
USD 5 million and 1.5% of the gross purchase price for the ProFlote if it is purchased by
the customer for purchase less than USD 5 million. This amount will be paid within 30
days of Ausmetec receiving the payment for the purchase. If the ProFlote is on long term
rental then the same 1% commission will be paid for the long-term rental as long as the
ProFlote is rented.

All taxes, charges, duties incurred by either Party are payable for that Party and not by the
other party.

7. 7. Further Dealings.

All parties are obligated to uphold the consulting agreement. If either of the parties cannot
uphold the Agreement a written and signed letter should be sent to the other Party as soon
as possible outlining the breach of the Agreement.

8. 8. Confidentiality of the Agreement.

This Agreement is confidential and the nature or details of the Agreement or the
relationship between AUSMETECCOMPANY NAME and Jose Ojeda or
MAGNETOMETALLURGYLNGIANT ENGINEERING shall not be disclosed to outside
parties.

9. 9. Term.

This Agreement shall be effective as of the date first above written and shall continue for
55 years from the date of the Agreement.

10. 10. Termination.

During the period of this agreement, if either Party is found to have breached the
Agreement, the other party has the right to terminate this agreement, by informing the other
party of the breach in writing and giving 30 days for the breach to be rectified.

11. 11. Publicity.

Unless required by law, neither Party shall make any publicity release, announcement or
disclosure concerning the terms of this Agreement or the discussions between the Parties
pursuant hereto without the advance written approval of the form and substance thereof by
the other Party.

4/5
12. 12. Severability.

Each provision of this Agreement is intended to be severable. If any provision of this


Agreement is held to be illegal, invalid or unenforceable, in whole or in part, the illegal,
invalid, or unenforceable provision shall be severed from this Agreement and be
ineffective.

13. 13. Force Majeure.

Either party shall not be held responsible for failure or delay to perform all or any part
of this agreement due to flood, fire, earthquake, draught, war or any other events which
could not be predicted, controlled, avoided or overcome by the relative party.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written
above.

For and on behalf of For and on behalf of


AUSMETECCOMPANY NAME PTY. LTD. MAGNETOMETALLURGYLNGIANT
Name: Barry Lumsden ENGINEERING E.I.R.L
Name: Jose Miguel Ojeda Ore
DNI: 42313260

Signature: ___________
(Stamp)

Signature: ___________

5/5

You might also like