INVESTOR RELATIONS CONSULTING AGREEMENT


 


THIS CONSULTING AGREEMENT (the "Agreement") is
made effective as of May 26, 2015.


 


 


BETWEEN:


 


Artesanias Corp


2532 Open Range Drive


Fort Worth, TX, 76177


 


(the "Company")


 


AND


 


Robert Farrill


18 Wanless Ave


Unit 605


Toronto, Ontario- M493R9


 


 


(the "Consultant)


 


WHEREAS:


 


A. the Consultant is in
the business of assisting public companies in financial advisory, and investor and public relations strategies; and



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B. the Company wishes
to engage the services of the Consultant in relation to the development and execution of certain investor and public
relations strategies for the Company


 


NOW THEREFORE, in consideration
of the mutual covenants and promises contained herein, the receipt and sufficiency of which are hereby acknowledged, the parties
agree as follows:


 


1. DUTIES AND INVOLVEMENT


 


The Company hereby
engages the Consultant to provide The Consultant's services (the "Services") and the Consultant hereby accepts
such engagement. The Services shall include all services customarily rendered by investor relations consultants within the
capital investor and public relations industry including, without limitation, the following elements:


 


(a) Consultation and
lnvestor Relations: The Consultant shall consult with the Company's management concerning availability to expand investor
base, investor support, broker relations, recommend financing alternatives and sources. Particularly, the Consultant shall
introduce investors and/or other entities to the Company for the purpose of purchasing the Company's publicly available
shares (the "lnvestor Relations Strategy").


 


(b) Various: As necessary
to carry out the lnvestor Relations Strategy, the Consultant shall produce a corporate profile and fact sheet for Company and/or
shall implement broker solicitation campaigns or general advertising campaigns for the Company.


 


2. LIMITATION ON DUTIES


 


The Consultant agrees to:


 


(a) Not disseminate
any press release until it has been approved for dissemination by the Company;


 


(b) Ensure that the
Company has filed or has arranged to file the required disclosure on Form 8-K with the Securities and Exchange Commission PRIOR
to the dissemination of any and all press releases;


 


3. INSIDER INFORMATION


 


The Consultant acknowledges that pursuant
to this Agreement the Consultant may receive confidential insider information about the Company and/or its subsidiaries. The Consultant
agrees not to disclose such information to anyone, including, but not limited to, the Consultant's family, friends, business associates
or affiliates, until such information has been approved for release by the Company and is released to the general public. The
Consultant shall not use such confidential insider information to arrange for or solicit to buy or sell shares of the Company
either directly or indirectly through any person, until such information has been approved for release by the


Company and is released to the general public.


 


4. RELATIONSHIP AMONG THE PARTIES


 


Nothing contained in this Agreement shall
be construed to (i) constitute the parties as joint venturers, partners, co-owners or otherwise as participants in a joint undertaking;
(ii) constitute the Consultant as an agent, legal representative or employee of the Company; or (iii) authorize or permit the
Consultant or any director, officer, employee, agent or other person acting on its behalf to incur on behalf of the other party
any obligation of any kind, either express or implied, or do, sign or execute any things, deeds, or documents which may have the
effect of legally binding or obligating the Company in any manner in favor of any individual, business, trust, unincorporated
association, corporation, partnership, joint venture, limited liability company or other entity of any kind. The Company and the
Consultant agree that the relationship among the parties shall be that of independent contractor.



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5. EFFECTIVE DATE, TERM AND TERMINATION


 


The term (the "Term") of
this Agreement shall commence on the last date of the final signature on page 8 of this Agreement and shall continue
for a period of 12 months or until terminated by the Company in its sole discretion. The Company may terminate this Agreement
at any time by providing written notice of same to the Consultant. For the purposes of accruing compensation due, this Agreement
shall unfold in four phases hereinafter referred to as Phase 1, Phase 2, Phase 3, and Phase 4. Phase1 shall commence on the Effective
Date and continue for a period of three months. The Company may, in its sole discretion, provide notice to the Consultant to proceed
with Phase 2. Subject to the Company's aforementioned prior approval, Phase 2 shall commence three months following the Effective
Date and shall continue for three months. Phase 3 shall commence six months from the effective date, and Phase 4 shall commence
nine months from the effective date, all subject to similar approval terms by the Company. This Agreement will not be binding
on the Company until it is approved by the Company's Board of Directors.


 


6. COMPENSATION AND PAYMENT OF EXPENSES.


 


	(The Company agrees to pay the Consultant
        or its nominees compensation (the"Compensation") according to the following:

         

        ·        
        $75,000 

        ·        
        Any additional services will be invoiced separately.







 


 (c) The parties agree
that the Compensation hereunder shall be inclusive of any and all fees or expenses incurred by the Consultant pursuant to this
Agreement including but not limited to the costs of implementing the lnvestor Relations Strategy. The Consultant shall not have
any right or authority to and shall not employ any person in any capacity, or contract for the purchase or rental of any service,
article or material, nor make any commitment, agreement or obligation whereby the Company shall be required to pay any monies
or other consideration without Company's prior consent in each instance.


 


(iii) The Consultant
is not a U.S. person and is not acquiring the Securities for the account or benefit of any U.S. person; or


 


(iv) The Consultant
agrees not to engage in hedging transactions with regard to the Securities unless in compliance with the US Securities Act.


 


(v) The Consultant
acknowledges and agrees that no information furnished by the Company constitutes investment, accounting, legal or tax advice.
The Consultant is relying solely upon itself and its professional advisors, if any, for any such advice.


 


""The transfer
of the securities represented by this certificate is prohibited except in accordance with the provisions of Regulation S promulgated
under the United States Securities Act of 1933, as amended (the "Act"), pursuant to registration under the Act or pursuant
to an available exemption 'from registration. Inaddition, hedging transactions involving such securities may not be conducted
unless in compliance with the Act."



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7. SERVICES NOT EXCLUSIVE


 


The Consultant agrees that it shall, at
all times, faithfully and in a professional manner perform all of the duties that may be reasonably required of the Consultant
pursuant to the terms of this Agreement. The Company acknowledges that the Consultant is engaged in other business activities,
and that it shall continue such activities during the term of this Agreement. The Consultant shall not be restricted from engaging
in other business activities during the term of this Agreement.


 


8. CONFIDENTIALITY


 


The Consultant shall not disclose, without
the consent of Client, any financial and business information concerning the business, affairs, plans and programs of Client which
are delivered by Client to the Consultant in connection with the Consultant's services hereunder, provided such information is
plainly and prominently marked in writing by Client as being confidential (the "Confidential Information"). The Consultant
shall not be bound by the foregoing limitation in the event (i) the Confidential Information is otherwise disseminated and becomes
public information or (ii) the Consultant is required to disclose the Confidential Informational pursuant to a subpoena or other
judicial order.


 


9. INDEMNIFICATION


 


(a) Company agrees
to indemnify and hold harmless the Consultant and its respective agents and employees, against any losses, claims, damages or
liabilities incurred or suffered by the Consultant that result from any untrue statement or alleged untrue statement of any material
fact contained in any registration statement, or prospectus of the Company; or that arise out of or are based upon the omission
or alleged omission to state therein a material fact required to be stated therein, or necessary to make the statements therein
not misleading.


 


(b) The Consultant
agrees to indemnify and hold harmless the Company, its partners, financiers parent, affiliated and related companies, and all
of their respective individual shareholders, directors, officers, employees, licensees and assigns from and against any claims,
actions, losses and expenses (including legal expenses) occasioned by any breach of the Consultant's representations and warranties
contained in, or by any breach of any other provision of, this Agreement by the Consultant.


 


10.  MISCELLANEOUS PROVISIONS


 


(a) Currency. All currency referred to in
this Agreement is in USD dollars.


 


(b) Further Action. The parties hereto shall
execute and deliver all documents, provide all information and take or forbear from all such action as may be necessary or appropriate
to achieve the purposes of this Agreement.(c) Good Faith, Cooperation and Due Diligence. The parties hereto covenant, warrant
and represent to each other good faith, complete cooperation, due diligence and honesty in fact in the performance of all obligations
of the parties pursuant to this Agreement. All promises and covenants are mutual and dependent.



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(d) Assignment. This Agreement may not be
assigned by either party hereto without the written consent of the other, but shall be binding upon the successors of the parties.


 


(e) Notices. All notices required or permitted
to be given under this Agreement shall be given in writing and shall be delivered, either personally or by express delivery service,
to the party to be notified. Notice to each party shall be deemed to have been duly given upon delivery, personally or by courier,
addressed to the attention of the officer at the address set forth heretofore, or to such other officer or addresses as either
party may designate upon at least ten days written notice to the other party.


 


(f) Entire agreement. This Agreement contains
the entire understanding and agreement among the parties. There are no other agreements, conditions or representations, oral or
written, express or implied, with regard thereto. This Agreement may be amended only in writing signed by all parties.


 


(g) Waiver. A delay or failure by any party
to exercise a right under this Agreement, or a partial or single exercise of that right, shall not constitute a waiver of that
or any other right.


 


(h) Counterparts. This Agreement
may be executed in duplicate counterparts, each of which shall be deemed an original, but all of which together shall constitute
one and the same Agreement. In the event that the document is signed by one party and faxed (or emailed) to another the parties
agree that a faxed (or emailed) signature shall be binding upon the parties to this agreement as though the signature was an original.


 


IN WITNESS WHEREOF this
Agreement has been executed by the parties to it, and is effective as of the date of the last signature appearing below.


 


 


By: /s/ Chitan Mistry


Artesanias Corp  


Date: 5/1/2015  


 


 


By: /s/ Robert
Farrill


Robert Farrill


Date:
5/1/15



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