Exhibit 10.67


 





CONSULTING
Agreement


 


This Consulting Agreement (“Agreement”)
is entered into between SS International Consulting, Ltd. (“Consultant”) and the client Medytox Solutions
Inc. (“MMMS”) identified on the signature page to this Agreement as (MMMS).


 


The Consultant is in the business of providing
management consulting services, business advisory services, marketing strategies and investor relations advice and management.
The Client deems it to be in its best interest to retain the Consultant to render to the Client such services as may be agreed
to by the parties from time to time; and the Consultant desires to render such services to the Client as set forth hereunder.


 


Now therefore, in consideration of the mutual
promises and covenants set forth in this Agreement, the receipt and sufficiency of which are hereby acknowledged, the parties hereto
agree as follows:


 


Consulting Services. The Client hereby
retains the Consultant as an independent contractor, and the Consultant hereby accepts and agrees to such retention. It is acknowledged
and agreed by the Client that the Consultant carries neither professional licenses nor memberships in any self-regulatory organizations.
It is further acknowledged and agreed by the Client that the Consultant is not rendering legal advice or performing accounting
services and Client will be responsible to seek legal and accounting advice in relation to any proposals put forward by Consultant.
The services of the Consultant shall not be exclusive nor shall the Consultant be required to render any specific number of hours
or assign specific personnel to the Client or its projects. The Consultant will work with the Executive management team of Client
to agree on the details and parameters of any projects undertaken.


 


 


Independent Contractor. The Consultant
agrees to perform its consulting duties hereto as an independent contractor. Nothing contained herein shall be considered to create
an employer-employee relationship between the parties to this Agreement. The Client shall not make social security, workers’
compensation or unemployment insurance payments on behalf of Consultant. The parties hereto acknowledge and agree that the Consultant
cannot guarantee the results or effectiveness of any of the services rendered or to be rendered by the Consultant. Rather, Consultant
shall conduct its operations and provide its services in a professional manner and in accordance with good industry practice. The
Consultant will use its reasonable business efforts in providing services to Client.


 


Time, Place and Manner of Performance.
The Consultant shall be available to the officers and directors of the Client at such reasonable and convenient times and places
as may be mutually agreed upon. Except as aforesaid, the time, place and manner of performance of the services hereunder, including
the amount of time to be allocated by the Consultant to any specific service, shall be determined in the sole discretion of the
Consultant.


 




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Compensation. & Bonus


The Client shall provide to the Consultant
compensation for his services hereunder in the amounts and at the times as set forth as follows. The consultant will receive $6,667
per month for services rendered.


 


Expenses incurred by Consultant on behalf of
Client will be reimbursed upon delivery of a detailed expense report accompanied by receipts for all expenses being claimed.


 


Expenses must be approved prior to being incurred,
by an officer of Client and will not be paid without such approval or without receipts.


 


Payment shall be made in full on or before
the last day working of each month.


 


Termination. Either the Consultant or
the Client may terminate this Agreement at the end of any month during the term of this Agreement. This Agreement shall automatically
terminate upon the dissolution, bankruptcy or insolvency of the Client or the Consultant.


 


The Consultant and the Client shall have the
right and the discretion to terminate this Agreement should the other party, in performing its duties hereunder, violate any law,
ordinance, permit or regulation of any governmental entity or self-regulatory organization, accept for violations that either singularly
or in the aggregate do not have or will not have a materially adverse effect on the party desiring termination.  


 


Work Product. It is agreed that all
information and materials produced for the Client shall be the property of the Client.


 


 Confidentiality.
The Client and the Consultant each agree to provide reasonable security measures to keep information belonging to the other party
confidential where release of the same would be detrimental to such party’s business interests (“Confidential Information”).
Each party agrees that Confidential Information shall be subject to this Agreement if provided to the other party and marked “Confidential”
in a conspicuous manner. Consultant and Client shall each require their employees, agents, affiliates, sub-contractors, other licensees,
and others who have access to Confidential Information through Consultant or Client, as the case may be, to enter into appropriate
non-disclosure agreements requiring the level and degree of confidentiality contemplated by this Agreement. Consultant and Client
each agree that it will not, either during the term of this Agreement or at any time thereafter, disclose, use or make known for
its own or another’s benefit, any confidential information acquired or used by it hereunder. The term “Confidential
Information” excludes information that: (a) is made public by Consultant or Client in violation of this Agreement, (b) becomes
generally available to the public, other than as a result of disclosure by Consultant or Client or another party in violation of
any obligation of confidentiality, or (c) Client or Consultant obtains from sources other than Client or Consultant.


 


Conflict of Interest. The Consultant
shall be free to perform services for other entities or persons. The Consultant will notify the Client of its performance of consulting
services for any other entity or person that the Consultant reasonably believes could materially conflict with its obligations
to the Client under this Agreement.


 




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Disclaimer of Responsibility for Acts of
the Client: Limitation on Liability. In no event shall the Consultant be authorized or required by this Agreement to represent
or make management decisions for the Client. The Consultant shall, under no circumstances, be made liable for any expense incurred
or loss suffered by the Client as a consequence of such decisions by the Client or any affiliates or subsidiaries of the Client
as a result of services performed by the Consultant hereunder. 


 


Indemnification. Each party agrees to
indemnify and hold harmless the other party, as well as each of its officers, directors, employees, agents and each person, if
any, who controls that party, against any and all liability, loss, costs, expenses or damages, including, but not limited to, any
and all expenses reasonably incurred in investigating, preparing or defending against any litigation or arbitration, commenced
or threatened, directly resulting by reason of any act, neglect, default or omission, or any untrue or allegedly untrue statement
of a material fact, or any misrepresentation of any material fact, or any breach of any material warranty or covenant, by that
party or any of its agents, employees, or other representatives, arising out of, or in relation to, this Agreement. Notwithstanding
the foregoing, in no event shall the liability of Consultant exceed the amount of cash compensation actually received by Consultant
pursuant to this Agreement.


 


Notices. Any notices required or permitted
to be given under this Agreement shall be sufficient if in writing and delivered or sent by fax, in PDF format attached to an email,
registered or certified mail, or by Federal Express or other nationally recognized overnight couriers to the principal office of
each party and addressed to its principal executive officer at the address set forth on the signature page to this Agreement.


 


Waiver of Breach. Any waiver by either
party of a 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 such party.


 


Assignment. Neither party may assign
this Agreement without the written consent of the other party.


 


Applicable Law. It is the intention
of the parties hereto that this Agreement and the performance hereunder and all suits and special proceedings hereunder be construed
in accordance with and pursuant to the laws of the State of Florida and that in any action, special proceeding or other proceeding
that may be brought arising out of, in connection with, or by reason of this Agreement, the laws of the State of Florida, without
regard to conflicts of law principles, shall be applicable.


 


Severability. All agreements and covenants
contained herein are severable, and in the event any of them shall be held to be invalid by any competent court, the Agreement
shall be interpreted as if such invalid agreements or covenants were not contained herein.


 


Entire Agreement. This Agreement constitutes
and embodies the entire understanding and agreement of the parties and supercedes and replaces all prior understandings, agreements
and negotiations between the parties.


 




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Waiver and Modification. Any waiver,
alteration, or modification of any of the provisions of this Agreement shall be valid only if made in writing and signed by the
parties hereto.


 


Counterparts and Facsimile Signature.
This Agreement may be executed simultaneously in two or more counterparts, each of which shall be deemed an original but all of
which, taken together, shall constitute one and the same instrument. Execution and delivery of this Agreement by exchange of facsimile
copies bearing the facsimile signature of a party hereto shall constitute a valid and binding execution and delivery of this Agreement
by such party.


 


Non-Circumvention. This is
to confirm that each of the named signatories, separately and individually, and their associates, hereby agree that he/she or his/her
corporations, divisions, subsidiaries, employees, agents or consultants will not make any contact with, deal with, or otherwise
involve any transaction with any banking or lending institution, trust, corporate or individuals, lenders or borrowers, buyers
or sellers introduced by another of the signatories, separately or individually, and their associates without the signed permission
of the introducing signatory. This agreement is also effective for the signatories’ heirs, assignee and/or designee now and
for the life of this agreement.


 


By signing below,
the parties agree to the terms of this Agreement and further certify that their respective signatories are duly authorized to execute
this Agreement.


 


 


	 	 
	/s/
    Sebastien Sainsbury	 
	SS International
Consulting, Ltd.  	3/15/2014
	(Consultant)  	Date
	 	 
	 	 
	Medytox Solutions Inc.	 
	 	 
	Wm / Forhan 	3/15/2014
	William Forhan	    Date
	CEO  	 


 


 


 


 


Consulting Agreement Mar 15 2014




 






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