CONSULTING

The normal consulting relationship when Emergency Medical Resources, LLC is engaged to work with a client includes the following elements:

• A contract term initially of not less than 24-months since it typically takes an extended period of time to eastablish a beachhead with military prospects, our most common target market;

• An agreed-to retainer that typically is $2,000 monthly;

• A success fee in addition to the retainer that is based on invoiced sales and payable monthly;

• Pro-rata expenses that include necessary travel (air fare, car rentals, mileage at the currently published US Government permitted reimbursement rate, per diem for meals and incidentals based on published US Government amount that vary by location; and entertainment expenses that are incurred relevant to client's interests.

With respect to expenses, the term "pro-rata" was used in the preceding paragraph. When individuals from EMR LLC travel and are representing the interests of more than one client simultaneously, the expenses will be subdivided among the clients represented, e.g., 3 clients being represented...each client is respsonsible for 1/3 of the expenses.

This same approach to prorating expenses is also applied to exhibit venue and ancillary expenses when EMR LLC displays a company's products at a trade show or conference.

If a client is reluctant to pay a monthly retainer, a mutually agreed-to hourly fee will be payable and these fees range from $100 to $225 per hour based on degree of complexity of the assignment and personnel assigned.

EMR LLC does not typically welcome onerous contracts but utlizes a clear-cut letter agreement signed by the client and Doc Clinchy.