Exhibit
10.1


 


Paul
Mathieson Professional Consulting Contract – November 27, 2018


 


I.
Parties


 


The
parties to this Professional Consulting Contract (the “Agreement”) are Investment Evolution Corporation, a
wholly owned subsidiary of Mr. Amazing Loans Corporation (“MRAL”) and dba Mr. Amazing Loans (the “Consumer
Installment Loan Company”), and Paul Mathieson, an individual (“Professional Consultant”).


 


II.
Recitals


 


MRAL
desires to nationally expand the Consumer Installment Loan Company and the Consumer Installment Loan Company desires to hire Professional
Consultant to assist MRAL in managing the Consumer Installment Loan Company and also conducting global shareholder services on
MRAL’s behalf.


 


Professional
Consultant possesses experience and talents in the management field that will be useful to the Consumer Installment Loan Company
in the conduct of its Consumer Installment Loan Company enterprise (the “Business”).


 


III.
Terms of Agreement


 



A. Engagement. Upon the terms and conditions set forth in this Agreement, the Consumer Installment Loan Company
engages Professional Consultant and Professional Consultant agrees to provide services to MRAL and the Consumer Installment
Loan Company as described herein.


 


B. Duties
of Professional Consultant/Minimum Professional Qualification. Professional Consultant agrees to provide regulatory and
management consulting services (“Consulting Services”) as requested by MRAL and/or the Consumer
Installment Loan Company and to the satisfaction of MRAL and the Consumer Installment Loan Company, including but not limited
to the hiring and compensation of Consumer Installment Loan Company personnel as requested by MRAL, interaction with third
party service providers and vendors (such as data processors and insurers) and, as requested by MRAL, other activities that
are designed to assist the Consumer Installment Loan Company in conducting business. The parties agree that all Consulting
Services shall be performed solely and exclusively by Professional Consultant. Professional Consultant will communicate with
MRAL, and if and when designated by MRAL, the management of the Consumer Installment Loan Company, as frequently as is
necessary verbally, in person, by e-mail, by mail, and/or by telephone to the satisfaction of MRAL concerning the progress of
the Consumer Installment Loan Company’s and MRAL’s regulatory applications and any other material matter
concerning MRAL or the organization or Business of the Consumer Installment Loan Company. Professional Consultant will
perform such other duties reasonably related to the foregoing duties as are assigned to Professional Consultant by MRAL or,
if and when designated by MRAL, the management of the Consumer Installment Loan Company. Professional Consultant agrees that,
to the best of his ability and experience, he will at all times loyally and conscientiously perform all of the duties and
obligations either expressly or implicitly required of him by the terms of this Agreement. Professional Consultant will
perform the Consulting Services with reasonable diligence, in a professional and workmanlike manner, consistent with the
generally accepted standards in the industry, and in compliance with all applicable laws, rules, and regulations.


 




    	 	 	 



    	 



    

 


C. Commencement
Date. The term of this Agreement will commence as of October 1st, 2018 (“Commencement
Date”) and shall continue indefinitely thereafter unless twelve months’ written notice of termination is
provided by either Paul Mathieson or MRAL to the other party. The parties agree that Professional Consultant shall commence
work under this Agreement on the Commencement Date. Any previous professional consulting contracts entered into between the
parties will automatically terminate upon the Commencement Date.


 


D. Compensation.
MRAL shall pay Professional Consultant a sum of Three Hundred Thousand US Dollars ($300,000) quarterly with no bonuses to be
paid for Consulting Services performed pursuant to this Agreement. Fees shall be paid quarterly in advance. Professional
Consultant shall also receive reimbursement for all reasonable expenses incurred for the benefit of the Consumer Installment
Loan Company, including but not limited to travel expenses for him and his entourage, hotel expenses, communication, security
and entertainment expenses.


 


E. Time.
Professional Consultant shall be required to devote such time as is necessary to the performance of the Consulting
Services.


 


G. Ownership
of Efforts and Records. MRAL shall own the results of and the programs, materials, and ideas generated through
Professional Consultant’s efforts undertaken pursuant to this Agreement, and such results, programs, materials, and
ideas shall be deemed to be “work for hire” without any further consideration paid to Professional Consultant.
All records of the Consumer Installment Loan Company’s regulatory applications and related documents, accounts of
possible customers, and any other records and books relating in any manner whatsoever to the possible customers of the
Consumer Installment Loan Company, whether prepared by Professional Consultant or otherwise coming into his possession, shall
be the exclusive property of Consumer Installment Loan Company regardless of who actually created or originated the original
book or record. All such books and records shall be immediately returned to the Consumer Installment Loan Company by
Professional Consultant upon the termination of this Agreement.


 



H. Confidential Information. Without the prior written permission of MRAL in each case, Professional Consultant shall
not publish, disclose, or make available to any other person or to any firm, organization, association, or other for-profit
or non-profit enterprise, either prior to or during the term, or after the termination, of this Agreement, any information,
data, processes, procedures, methods, documentation, records, drawings, designs, specifications, test results, evaluations,
and know-how, in any form and whether or not marked or labeled as being confidential or proprietary, that (i)
Professional Consultant may obtain or create due to Professional Consultant’s relationship with MRAL or the Consumer
Installment Loan Company and (ii) relates to (a) MRAL’s or the Consumer Installment Loan Company’s regulatory
applications and related documents, (b) the business of MRAL, (c) the Business of the Consumer Installment Loan Company, or
(d) the business of any actual or possible customer, service provider, or vendor of either of them
(“Confidential Information”); provided, however, Professional Consultant may use Confidential
Information for the benefit of MRAL or the Consumer Installment Loan Company in connection with providing Consulting Services
under this Agreement. Professional Consultant shall take reasonable measures to protect Confidential Information from
unauthorized access, use and disclosure. Prior to or at the termination of this Agreement, Professional Consultant shall
return all documents, files, notes, writings, and other tangible evidence of Confidential Information to MRAL or the Consumer
Installment Loan Company, as the case may be.


 


I. Miscellaneous.


 


1. Assignment
and Modification. This Agreement and the rights and duties hereunder may not be assigned by any party hereto without the
prior written consent of the other and the parties expressly agree that any attempt to assign the rights of any party
hereunder without such consent will be null and void.


 




    	 	 	 



    	 



    

 



2. Further Assurance. From time to time each party will execute and deliver such further instruments and will take
such other action as any other party reasonably may request in order to discharge and perform their obligations and
agreements hereunder.


 


3. Form
of Documents. All instruments, certificates, and other documents to be executed and delivered under this Agreement by
any party to the other party shall be in a form satisfactory to the other party.


 


4. Successors.
This Agreement shall be binding upon, and shall inure to the benefit of, the successors and assigns of the
parties.


 


5. Entire
Agreement. Except as provided herein, this Agreement is the entire agreement between the parties, and hereby supersedes
any and all prior written or oral negotiations, and representations, understandings, or agreements between the
parties.


 


6. Governing
Law. This Agreement shall be construed in accordance with Nevada law without regard for conflicts of laws
principles.


 


7. Executed
Counterparts. This Agreement may be executed in one or more counterparts, all of which together shall constitute a
single agreement and each of which shall be an original for all purposes.


 


8. Section
Headings. The various section headings are inserted for convenience of reference only, and shall not affect the meaning
or interpretation of this Agreement or any section thereof.


 



9. Calendar Days; Close of Business. Unless the context otherwise requires, all periods terminating on a given day,
period of days, or date shall terminate on the close of business on that day or date and references to “days”
shall refer to calendar days.


 



10. Notices. All notices, requests, and other communications to any party hereunder shall be in writing (including
electronic mail (“e-mail”) transmission) and shall be given:


 


If
to MRAL and/or to Consumer Installment Loan Company, to:


 


Mr.
Amazing Loans Corporation


P.O.
30698


Las
Vegas, Nevada 89173


(702)
227-5626


 


If
to the Professional Consultant, to such address as the Professional Consultant has separately provided to MRAL and/or the
Consumer Installment Loan Company for this purpose, 


 


or such other address as such party may hereafter specify for this
purpose by notice to the other party hereto. All such notices, requests, and other communications shall be deemed effective
on the date sent.


 


11. Severability.
In the event that any of the provisions, or portions thereof, of this Agreement are held to be unenforceable or invalid by
any court of competent jurisdiction, the validity and enforceability of the remaining provisions or portions thereof, shall
not be affected thereby.


 


12. Arbitration.
Any controversy or claim arising out of or relating to this Consulting Agreement or the breach thereof, shall be settled by
arbitration in the County of Clark, State of Nevada, in accordance with the Commercial Arbitration Rules of the American
Arbitration Association, and a judgment upon the award rendered may be entered is any court having jurisdiction
thereof.


 




    	 	 	 



    	 



    

 



K. When Agreement Effective. This Agreement becomes effective as of the Commencement Date.


 


	 	Mr. Amazing Loans Corporation 
	 	 	 
	 	By:	/s/
    Paul Mathieson
	 	Name: 	Paul
    Mathieson
	 	Title:	Sole
Director


 


	 	Professional
    Consultant
	 	 
	 	/s/
    Paul Mathieson
	 	Paul
    Mathieson
	 	 
	 	Date
    Contact Signed: November 27, 2018