Royal Mines and Minerals Corp. - Exhibit 10.14 - Filed by newsfilecorp.com





CONSULTING SERVICES AGREEMENT 

THIS AGREEMENT is dated as of the 1st of February, 2012


BETWEEN: 


  
    
      
        ROYAL MINES AND MINERALS CORP., a Nevada
          corporation, with an address at 

          2580 Anthem Village Drive, Suite 112, Henderson, NV 89052 

        (hereinafter called the “Company”) 

      

    

  



OF THE FIRST PART 

AND: 


  
    
      
        ALVIN A. SNAPER, P.E. of 

          Neo-Dyne Research Inc. 

          1000 W. Bonanza Rd. 

          Las Vegas, NV 89106

        (hereinafter called the “Consultant”) 

      

    

  



OF THE SECOND PART 

WHEREAS: 

A.         The Company
  wishes to engage the Consultant to provide those services set out in Schedule
  A to this Agreement; and

B.         The Consultant
  represents that he has the experience and expertise to provide the services
  set out in Schedule A to this Agreement, and wishes to provide those services
  to the Company on the terms and conditions set out in this Agreement,

NOW THEREFORE THIS AGREEMENT WITNESSES THAT for good and
  valuable consideration, the sufficiency and receipt of which is hereby acknowledged,
  the parties hereto agree as follows: 

1.         Services
  and Fees 

In consideration for the fees to be paid to the Consultant as
  set out in Schedule A to this Agreement (the “Fees”), the Consultant
  agrees to provide the Company with those services set out in Schedule A to this
  Agreement (the “Services”), which services shall be provided at the
  request and at the direction of the Company.

2.         Term


The term of this Agreement shall be for a four-week period commencing
  on the date first written above and ending on February 29, 2012 (the “Term”),
  unless further extended by the mutual agreement of the parties hereto.

3.         Expenses


The Company shall, with respect to Services requested, reimburse
  the Consultant for all reasonable travelling and out-of-pocket expenses as may
  be incurred by the Consultant and any personnel employed by the Consultant while
  engaged in the performance of the Services (the “Reimbursable Expenses”).
  Notwithstanding the forgoing, the Consultant shall be required to obtain the
  written approval of the Company prior to incurring any Reimbursable Expenses
  which the Consultant reasonably expects will exceed more than $100.

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	4. 	 Qualifications of Consultant

	 	 	 
		 The Consultant represents and warrants to
        the Company that:

	 	 	 
		(a) 	 The Consultant has the experience and expertise necessary
        to fulfill his duties and obligations as set out in this Agreement;

	 	 	 
		(b) 	 The Consultant has all necessary licenses, permits,
        conditions and certifications necessary to provide the Services to the
        Company; and

	 	 	 
		(c) 	 The Consultant is not aware of any matter that would
        prevent the Consultant from carrying out his duties and obligations as
        set out in this Agreement.

	 	 	 
	5. 	 Relationship



The Consultant shall provide the Services in a good and workmanlike
  fashion, diligently, in good faith and without waste, interruption or delay
  except for causes beyond the reasonable control of the Consultant, and the Consultant
  shall at all times use his best efforts to advance the interests of the Company.
  At all times the Consultant shall be deemed to be an independent contractor
  and he shall not be deemed to be a representative, agent, or employee of the
  Company and the Consultant shall indemnify and save the Company harmless from
  and against any and all liability for any loss, damage, injury or death, including
  any expenses, costs and legal fees incurred in connection therewith, except
  liability as may arise out of the sole negligence of the Company. The Consultant
  agrees not to engage in any activities that would bring the Company’s reputation
  into disrepute. 

6.         Compliance with
  Statutes 

The Consultant shall comply with all applicable federal, state
  and local laws, statutes and regulations and the lawful requirements and directions
  of any governmental or administrative authority having jurisdiction with respect
  to the Services, including, without limitation, the obtaining of all necessary
  permits and licences and agrees to indemnify the Company against all claims,
  loss, damages and expenses incurred by the Consultant's failure to make any
  necessary returns or payments or by any violation of any laws, statutes or regulations.


7.         Confidentiality


The Consultant acknowledges and agrees that, during the term
  of this Agreement, the Company may be required from time to time to disclose
  to the Consultant certain confidential and proprietary information, data and
  processes relating to the Company’s business that is not publically known
  (collectively, the “Confidential Information”). The Consultant acknowledges
  and agrees that the Company’s Confidential Information is confidential
  and proprietary information and constitutes trade secrets. The Consultant agrees
  to ensure that the Company’s Confidential Information does not become public
  knowledge. The Consultant agrees not to use, disclose, divulge or make available
  to any person any Confidential Information of the Company except as may be necessary
  to carry out his obligations under this Agreement or as may be required by law.
  The Consultant agrees that any: 

	 	(a) 	 Assaying or other metallurgical testing results;

	 	 	 
	 	(b) 	 Extraction, production or refining procedures, methodologies
        or flow charts; and

	 	 	 
	 	(c) 	 Mill, plant or other facilities or systems designs,



whether disclosed by the Company or resulting from the Consultant’s
  work under this Agreement, shall be the property of, and shall be Confidential
  Information of, the Company. 

8.         Assignment


This Agreement is a contract for services and may not be assigned
  in whole or in part by the Consultant.

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9.         Notice 

Any notice required or permitted to be given under this Agreement
  shall be in writing and may be delivered personally or by fax, or by prepaid
  registered post addressed to the parties at the above mentioned addresses or
  at such other address of which notice may be given by either of such parties.
  Any notice shall be deemed to have been received, if personally delivered or
  by fax, on the date of delivery, and, if mailed as aforesaid, then on the fifth
  business day after and excluding the day of mailing. 

10.       Governing Laws 

This Agreement and the rights and obligations and relations of
  the parties shall be governed by and construed in accordance with the laws of
  the State of Nevada and the federal laws of the United States applicable therein
  (but without giving effect to any conflict of laws rules). The parties agree
  that the courts of the State of Nevada shall have jurisdiction to entertain
  any action or other legal proceedings based on any provisions of this agreement.
  Each party attorns to the jurisdiction of the courts of the State of Nevada.


11.       Time 

Time shall be of the essence of this Agreement and of every part
  of it and no extension or variation of this Agreement shall operate as a waiver
  of this provision. 

12.       Enurement 

This Agreement shall enure to the benefit of and be binding on
  the parties and their respective heirs, executors, administrators, successors
  and assigns. 

13.       Counterparts 

This Agreement may be executed in one or more counterparts, each
  of which so executed shall constitute an original and all of which together
  shall constitute one and the same agreement. 

IN WITNESS WHEREOF the parties have executed this Agreement
  as of the date first written above. 

	ROYAL MINES AND MINERALS CORP. 	 	  
	by its authorized signatory: 	 	  
	  	 	  
	  	 	  
	/s/ K. Ian Matheson
    	 	  
	K. Ian Matheson, President & CEO 	 	  
	  	 	  
	  	 	  
	Signed, sealed and delivered by 	 	  
	ALVIN A. SNAPER, P.E. 	 	  
	in the presence of: 	 	  
	  	 	  
	  	 	  
	/s/ Stewart Penington
    	 	/s/
      Alvin A. Snaper 
	Signature of Witness 	 	ALVIN A. SNAPER, P.E. 
	  	 	  
	  	 	  
	Stewart Penington
    	 	  
	Name of Witness 	 	  


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SCHEDULE A 

SERVICES AND FEES 

1.        Services to be
  Provided 

The Consultant will consult on the Company’s Cholla Project
  and assist as directed from moving the project from the bench into a 1,000 lb
  per hour plant in Scottsdale and Phoenix. 

The Consultant will issue a report to the Company at the conclusion
  of the 4-week term. Which the Company may publish as it sees fit. 

2.        Fees 

The Company will pay to the Consultant an aggregate of $10,000
  as follows: 

	 	(a) 	 $5,000 on execution of this Agreement; and

	 	(b) 	 $5,000 on 14 days after execution of this Agreement.



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