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Consulting Agreement

This is an actual contract by American Biomed.

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Sectors: Health Products and Services
Governing Law: Florida, View Florida State Laws
Effective Date: March 01, 1996
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CONSULTING AGREEMENT


This Consulting Agreement (the "Agreement") is entered into as of this 1st day of March, 1996, by and among Thomas E. Waite & Associates, Inc., a Florida corporation ("Consultant") with corporate offices at 106 Ridge Road, Lake Mary, Florida 32746 and American BioMed, Inc. ("AMB"), a corporation organized and existing under the laws of Delaware with corporate offices at Suite 100, 10077 Grogan's Mill Road, The Woodlands, Texas 77380.


WITNESSETH


WHEREAS, AMB desires to engage Consultant to perform certain services including public relations services on its behalf and to advise AMB on certain business opportunities; and


WHEREAS, Consultant has represented that it has the experience expertise to perform those certain services which will help AMB in its endeavors to become better known in the business and financial community and seek further business opportunities;


NOW THEREFORE, in consideration of the premises and mutual covenants set forth herein, the parties hereto agree as follows:


1. REPRESENTATIONS OF AMB. AMB represents and warrants that:


(a) AMB has the full power and authority to execute and deliver
this Agreement, and to perform all of its obligations herein,
and this Agreement has been duly authorized and approved by
AMB and is binding upon it in accordance with its terms.


(b) All news releases or other publicity about AMB will be
coordinated with the Consultant and will be issued in
accordance with the legal requirements of a public company.


(c) AMB shall approve or disapprove within 48 hours the issuance
of all press releases and any other material representations
about AMB suggested by Consultant.


(d) The common stock of AMB to be issued to Consultant as
compensation shall be properly authorized, issued and
registered under the Securities Act of 1933, on a Form S-8
registration statement or other appropriate form, so that the
same are freely traded under U.S. securities laws. 2 2. REPRESENTATIONS OF CONSULTANT. Consultant represents and warrants
that:


(a) Consultant has the full power and authority to execute and
deliver this Agreement, and to perform all of its obligations
herein.


(b) Consultant shall limit its representations about AMB to facts
disclosed by AMB to Consultant.


3. SERVICES TO BE PERFORMED. Consultant agrees to provide the following
services on behalf of AMB from the date this Agreement is signed until
March 1, 1998:


(a) Consultant shall open channels of distribution for AMB's
products throughout the world;


(b) Consultant shall provide input on AMB's marketing and sales
plans and materials;


(c) Consultant shall review, advise and have input on AMB's
distribution agreements;


(d) Consultant shall provide advice and assistance to AMB with
regard to public relations, mergers, acquisitions and other
business opportunities;


(e) Consultant shall provide public relations services to AMB and
shall advise AMB regarding press releases and communications
with the investment community, including mutual funds, money
managers, investors and brokerage firms;


(f) Consultant shall help
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