Exhibit 10.2


 





CONSULTING
AGREEMENT FOR CORPORATE EXECUTIVE


Between


GALA
GLOBAL, INC.


And


OWEN
NACCARATO


 


This Consulting Agreement (“Agreement”)
in entered and into effect as of 30th day of March, 2017, between Gala Global, Inc., a Nevada Corporation, having a principal
address of 2780 S. Jones Blvd #3725, Las Vegas NV 89146 and its subsidiaries, affiliates, or corporate or other successors,
if any (collectively, “Company”), and Owen Naccarato, an individual (“Executive”).


 


RECITALS:


 


WHEREAS,
The Company is in business of equity investments, debt financing, mergers and acquisitions (M&A)
in the cannabis industry.


 


WHEREAS,
The Company desires assurance of the association and services of Executive in order to retain Executive's experience, skills,
abilities, background and knowledge, and is willing to engage Executive's services on the terms and conditions set forth in this
Agreement;


 


WHEREAS,
Executive desires to engage the Company, and is willing to continue such on the terms and conditions set forth in this Agreement;


 


WHEREAS,
The Parties hereto desire to enter into an agreement whereby the Executive's services will be made available to the Company;


 


NOW,
THEREFORE, in consideration of the mutual promises and covenants hereinafter contained, it is agreed as follows:


 


AGREEMENT:


 1. INCORPORATION OF RECITALS.




The recitals set forth above
are hereby incorporated by this reference as though set forth in full herein, and the parties agree and acknowledge that said recitals
are true and accurate.


 


2. PRINCIPAL PLACE OF BUSINESS.




Unless the Parties agree
otherwise in writing, the principal place of business of the employment term shall be at 2780 S. Jones Blvd #3725, Las Vegas NV
89146


 


3. TERM




The term of this Agreement
shall commence on the 30th day of MARCH 2017, and shall continue through MARCH 30th
2021 unless terminated in accordance with the provisions of this Agreement.


 


 


 






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4. DUTIES




Company shall employ
Executive as Legal Consultant or in such other capacity or capacities as Company’s Board of Directors may from time
to time prescribe.


 


Executive shall be Legal Consultant, with full power and authority to manage and conduct all the business of
Company, subject to the directions and policies of Company and its Board of Directors as they may be, from time to time, stated
either orally or in writing. Executive shall not, however, take any of the following actions on behalf of Company without the
express written approval of the board of directors;


 


		a)	Borrowing or obtaining credit in any amount or executing
any guaranty.





		b)	Expending funds for capital equipment in excess of budgeted
expenditures for any calendar month.





		c)	Selling or transferring capital assets.





		d)	Executing any contract or making any commitment for the
purchase or sale of Company’s products or facilities.





		e)	Exercising any discretionary authority or control over
the management of any Executive welfare or pension benefit plan or over the disposition of the assets of any such plan.





 


Executive shall serve in
an executive capacity and shall perform such duties as are consistent with his positions as Legal Consultant. Executive performance
of his duties shall at all times be subject to the policies set by Company’s Board of Directors, and to the consent of the
Board, when required by this Agreement, or by the Bylaws or Board resolutions of the Company. Such duties shall include, without
limitation, leading and coordinating Company’s efforts to develop and implement strategic and operating plans for Company
and its operating subsidiaries (including, without limitation, the production, manufacture, marketing, distribution, and sale of
the products of Company’s operating subsidiaries); executing day-to-day general management of Company; developing relationships
with new distributors, customers, and suppliers; maintaining and solidifying relationships with Company’s existing distributors,
customers, and suppliers; and supporting the development and growth of Company and its operating subsidiaries.


 


The duties to be performed
by Executive may be changed from time to time by the Board of Directors, in its sole discretion.


 


Executive
agrees that the services to be performed under this Agreement are of a special, unique, unusual, extraordinary, and
intellectual character that gives them peculiar value to Company’s, the loss of which cannot be reasonably or
adequately compensated in damages in an action at law. Executive agrees that Company, in addition to any other rights or
remedies the Company may have, shall be entitled to injunctive and other equitable relief to prevent or remedy a breach of
this Agreement by Company.


 


The employment relationship
between the Parties shall be governed by the general employment policies and practices of Company, including but not limited to
those relating to protecting confidential information and assignment of inventions, intellectual property and those pertaining
to legal compliance and business ethics; provided, however, that when the terms of this Agreement differ from or conflict with
Company’s general employment policies or practices, this Agreement shall control.


 


5. OUTSIDE BUSINESS ACTIVITIES




Executive shall devote his
full business time, energy, and ability exclusively to the business and interests of Company, and shall not, without Company prior
written consent, render to others services of any kind for compensation, or engage in any other business activity that would materially
interfere with the performance of his duties under this Agreement.


 


Subject to the terms and
conditions set forth in this Agreement, Company agrees to employ Executive as the Legal Consultant and Executive hereby accepts
this employment. During his term of employment with Company, Executive will devote his full time and best efforts to performing
his duties and to Company’s business and affairs. Executive shall not engage in any other business, or directly or indirectly
render any services to any other person, whether for compensation or not, without the prior written consent of the Board of Directors.
This Agreement shall not prohibit Executive from making passive personal investments.


 


 


 


 






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6. COMPENSATION




		a)	During the term of this Agreement, the Executive will be
paid an ANNUAL base of Executive Stock in the amount of TEN MILLION (10,000,000) shares of Rule 144 Restricted Common Stock of
the Company (OTC: GRNH);





		b)	The Executive shall be issued ONE PERCENT (1%) of the issue
and outstanding equity stock in Company every Six (6) Months during the term of this Agreement,





		c)	The certificates representing the Executive Stock Common
Shares will bear the following legend;





 


“THE
SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE 'ACT'), AND
MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT OR AN EXEMPTION FROM REGISTRATION
THEREUNDER.”


 


		d)	No holder of Executive Stock may sell, transfer or dispose
of any Executive Stock (except pursuant to an effective registration statement under the 1933 Act) without first delivering to
the Company an opinion of counsel reasonably acceptable in form and substance to the Company (which counsel shall be reasonably
acceptable to the Company) that registration under the 1933 Act is not required in connection with such transfer.





		e)	The Company shall not be required (i) to transfer on its
books any shares of Executive Stock which have been sold or transferred in violation of any of the provisions set forth in this
Agreement or (ii) to treat as owner of such shares, to accord the right to vote as such owner or to pay dividends to any transferee
to whom such shares have been transferred in violation of this Agreement.





 


Commission


		f)	During the term of this Agreement, Executive will also
be paid a Commission. Executive will be paid a commission on the initial and any new business transactions Executive introduces
to the Company pursuant to the commission plan described in this paragraph.





		g)	Commission Rate. Commissions shall be TEN PERCENT (10%)
of the net fee received by Company from initial and new business introduced by Director.





		h)	Earning of Commission. Executive agrees that he has not
earned any commission on any fee due from the new business transaction unless and until the fee is actually received by Company.
Executive also agrees that he has not earned any commission on any fee received from the client unless Executive is actually acting
under this Agreement at the time of the receipt of the fee by the Company. Executive has no entitlement to any commission on any
fee received from the new business transaction after the effective date of the termination of this Agreement.





		i)	Payment of Net Commission. Any commission payment due Executive
in accordance with this commission plan (the ''net commission'') will be paid to him prior to the end of a the next regular quarter
following the calculation, less appropriate withholdings and deductions. If this Agreement has terminated prior to the end of
a quarter, the gross and net commission calculations, and the payment of net commission due, if any, will be made as soon as possible.





 


7. TIME AND EFFORT REQUIRED.




During his employment, Executive
shall devote such time, interest, and effort to the performance of this Agreement as may be fairly and reasonably necessary.


 


8. CONFIDENTIALITY.




Ownership of Intangibles.


All processes, inventions,
patents, copyrights, trademarks, and other intangible rights that may be conceived or developed by Executive, either alone or with
others, during the term of Executive’s employment, whether or not conceived or developed during Executive’s working
hours, and with respect to which the equipment, supplies, facilities, or trade secret information of Company was used, or that
relate at the time of conception or reduction to practice of the invention to the business of Company or to Company’s actual
or demonstrably anticipated research and development, or that result from any work performed by Executive for Company, shall be
the sole property of Company.


 


 


 






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Executive hereby agrees
promptly to disclose to the Company any and all inventions, discoveries, improvements, trade secrets, formulas, techniques, processes,
and know-how, whether or not patentable and whether or not reduced to practice, made or conceived by Executive, either solely or
in conjunction with others, during the period of Executive’s employment with Company, which related to or result from the
actual or demonstrably anticipated business, work, or research in development of Company, or which result, to any extent, from
use of Company’s premises or property, or are suggested by any task assigned to Executive or any work performed by Executive
for or on behalf of Company.


 


Executive agrees that all
intellectual properties, including but not limited to all ideas, concepts, themes, inventions, designs, improvements, and discoveries
conceived, developed, or written by Executive, either individually or jointly in collaboration with others, shall belong to and
be the exclusive property of Company. Executive agrees that all patent rights and copyrights applicable to any of the intellectual
properties covered by this Agreement shall belong exclusively to Company, shall constitute works for hire, and shall be disclosed
and assigned promptly by Executive to Company.


 


Executive further
agrees to assist Company in obtaining patents on all inventions, designs, improvements, and discoveries that are patentable, or
copyright registration on all works of creation that are copyrightable, and to execute all documents and do all things necessary
to vest full and exclusive title in Company and protect against infringement by others.


 


Executive agrees
to submit any dispute about whether any intellectual property was conceived, developed, or written as a work for hire to review
under Company’s policies and to resolve any disputes in accordance with the provisions of this Agreement.


 


All inventions conceived
or developed by Executive during the term of this contract shall remain the property of Executive, provided, however, that as to
all such inventions with respect to which the equipment, supplies, facilities, or trade secret information of Company was used,
or that relate to the business of Company or to Company’s actual or demonstrably anticipated research and development, or
that result from any work performed by Executive for Company,.


 


9. PROPRIETARY INFORMATION OBLIGATIONS




During the term of employment
under this Agreement, Executive will have access to and become acquainted with Company’s confidential, proprietary, and trade
secret information (collectively, “Proprietary Information”), including but not limited to information or plans concerning
Company’s customer relationships; personnel; sales, marketing, and financial operations and methods; trade secrets; formulas;
devices; secret inventions; processes; and other compilations of information, records, and specifications.


 


Executive shall not disclose
any of Company’s Proprietary Information directly or indirectly, or use it in any way, either during the term of this Agreement
or at any time thereafter, except as reasonably necessary in the course of his or her employment for Company or as authorized in
writing by Company. Executive acknowledges that the sale or unauthorized use or disclosure of any of Company’s Proprietary
Information is unfair competition.


 


Executive agrees not to
engage at any time in unfair competition with Company. All files, records, documents, computer-recorded or electronic information,
drawings, specifications, equipment, and similar items relating to Company’s business, whether prepared by Executive or otherwise
coming into his or her possession, shall remain Company’s exclusive property and shall not be removed from Company’s
premises under any circumstances whatsoever without Company’s prior written consent, except when (and only for the period)
necessary to carry out Executive’s duties hereunder, and if removed shall be immediately returned to Company on termination
of employment, and no copies shall be kept by Executive.


 


10. NON-INTERFERENCE




Executive
acknowledges that the only way to keep confidential information about Company’s customers, suppliers, and Executives to
which Executive has access confidential is for Executive to agree that while employed by Company and for one year thereafter,
Executive will not (a) solicit or attempt to solicit, directly or indirectly, any Executive, customer, or supplier of
Company; or (b) take any other action that may cause any such Executive, customer, or supplier to terminate or adversely
alter his, her, or its relationship with Company.


 


 


 






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11. DISCHARGE AND TERMINATION




The Company may,
pursuant to the following procedure, discharge the Executive for good cause, which shall mean any material breach of this Agreement
or Company's suffering or incurring substantial damages, liability or costs on account of Executive's willful misconduct or gross
negligence. Upon the occurrence of what Company believes to be good cause, Company shall give Executive written notice of the
reason or cause for discharge ten (10) days prior to the proposed date of discharge, which shall be effective on such date.


 


This
Agreement shall continue until Executive's resignation, death or disability or other incapacity, or until, as determined by the
Board of Directors in its good faith judgment, the Agreement should be terminated.


 


12. DISABILITIES OR DEATH




		a)	This Agreement shall terminate upon the Executive's total
permanent disability, as defined herein, or death.





 


		b)	In the event of the Executive's total permanent disability,
the compensation that would have otherwise been earned, pursuant to Paragraph 5 herein, will continue to be paid for at least
two (2) months. For purposes of this Agreement, the phrase ''total permanent disability'' shall mean the inability of the Executive
substantially to perform his duties hereunder for a continuous period of more than four (4) months. Such disability shall be determined
by the Executive's attending physician, and if the Company disagrees with the determination of such physician, the Company shall
have the right to employ physicians of its choosing to examine the Executive and make an independent determination of whether
or not the Executive is, in fact, totally and permanently disabled.





 


		c)	In the event of death of the Executive, his estate will
receive the pro rata portion (based on the fraction of the year elapsed prior to death) of any compensation, which would have
been earned by him for the fiscal year in which death occurs.





 


13. INJUNCTIVE RELIEF




The Executive expressly
agrees and acknowledges that any breach or threatened breach by him will cause irreparable damage to the Company, for which monetary
damages will be an inadequate remedy, and that the damages flowing from such breach are not readily susceptible to being measured
in monetary terms.


 


Accordingly, to all of the
Company's rights and remedies under this Agreement, including, but not limited to, the right to the recovery of monetary damages
from the Executive, the Company shall be entitled, and the Executive hereby consents, to issuance by any court of competent jurisdiction
of temporary, preliminary and permanent injunctions, without bond, enjoining any such breach or threatened breach by the Executive.
The Executive's sole remedy in the event of any injunction or order shall be dissolution thereof, if warranted, upon duly held
hearing in a court of competent jurisdiction. The Executive hereby waives all claims for damages for wrongful issuance of any such
injunction.


 


14. NOTICES




Any notice required or permitted
to be given under this Agreement shall be sufficient if in writing and if sent by registered or certified mail to his residence
in the case of the Executive and to its principal office in the case of the Company.


 


15. WAIVER




The waiver by the Company
or the Executive of any breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver
of any subsequent breach by the other party.


 


16. GOVERNING LAW




Exclusively the laws of
the Province of California and the federal laws of the U.S applicable shall govern the validity and interpretation of this Agreement
therein.


 


17. SEVERABILITY




The invalidity or unenforceability
of any particular provision of this Agreement shall not affect any other provision hereof, but this Agreement shall be construed
and enforced as if such invalid or unenforceable provision was omitted.


 


 


 






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18. EFFECTIVE
DATE




Notwithstanding the actual
date of execution hereof, this Agreement shall be effective as of and from the Effective Date.


 


19. CAPTIONS AND PARAGRAPHS




Captions and paragraph headings
used herein are for convenience only and are not a part of this Agreement and shall not be used in construing it.


 


20. AMENDMENTS




No amendment, alteration,
change, qualification or modification of this Agreement shall be valid unless it is in writing and signed by both Parties hereto
and any such amendment, alteration, change, qualification or modification shall be adhered to and have the same effect as if they
had been originally embodied in and formed a part of this Agreement.


 


21. FURTHER ASSURANCES




The Parties hereto, and
each of them, covenant and agree that each of them shall and will, upon reasonable request of the other Party, make, do, execute
or cause to be made, done or executed all such further and other lawful acts, deeds, things, devices and assurances whatsoever
for the better or more perfect and absolute performance of the terms and conditions of this Agreement.


 


22. BINDING EFFECTS




The rights and obligations
of the Company under this Agreement shall inure to the benefit of and shall be binding upon the successors and assigns of the Company.


 


23. COUNTERPARTS




This Agreement may be executed
in counterparts, each of which shall be deemed to be an original and all of which taken together shall constitute one and the same
agreement.


 


24. ENTIRE AGREEMENT




This Agreement constitutes
the entire agreement of the parties with respect to the subject matter hereof and may not be changed orally, but only by an agreement
in writing signed by the party against whom the enforcement of any waiver, change, modification, extension or discharge is sought.
The recitals in this Agreement are hereby incorporated herein, and each statement of fact therein about a party is hereby represented
by such party to be true. The parties further acknowledge that each has read this Agreement, understands it, and agrees to be bound
by its terms.


 


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REMAINDER OF THIS PAGE HAS INTENTIONALLY BEEN LEFT BLANK]


 


 






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THE PARTIES, INTENDING TO BE LEGALLY BOUND,
have executed this Agreement as of the date first above written.


 


COMPANY:


Gala
Global, Inc.


A Nevada Corporation,


 


 


By: /s/ Timothy
Madden                        


Name: Timothy Madden


Title: CEO




 


 


 


EXECUTIVE:


OWEN
NACCARATO


An Individual,


 


 


By: /s/ Owen
Naccarato                       


Name: Owen Naccarato


Title: Consultant






 


 


 


 


 


 


 


 


 






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