EXHIBIT 10.1


 


 


 





	To: 	Gannon Giguiere – CEO/COB – Eventure Interactive, Inc. (EVTI)
	 	 
	From:	HART PARTNERS  
	 	 
	Date:	March 5, 2013
	 	 
	Subject:	Investor Relations Proposal 


 


Eventure Interactive, Inc. (EVTI)


 


With over twenty (20) years combined experience
assisting micro and small cap value/growth companies such as EVTI establish an identity in the equity marketplace commensurate
with highly reputable, accredited exchange stocks, Hart Partners understands the opportunities and challenges unique to public
companies with small trading volumes and limited sponsorship. Our strength lies in forging solid partnerships with our clients,
collaborating with them to design strategic investor relations programs tailored to the company’s business fundamentals,
industry dynamics, “Street” profile and capital market needs at each stage in its corporate life cycle.


 


As a client executes on its growth strategy,
it is our responsibility to ensure that management is taking full advantage of appropriate opportunities while sustaining credibility
through careful control of expectations and staying mindful of the pitfalls that may accompany rapid growth. We fulfill these responsibilities
by providing expert advice grounded in our deep understanding of investor behavior and knowledge of investor disclosure rules and
best practices, and by implementing comprehensive investor relations programs, encompassing strong content development and robust
marketing activities. As your investor relations firm, Hart Partners will serve as an invaluable resource in guiding and protecting
the company’s reputation with the “Street”; in augmenting the investor relations infrastructure; and in serving
as a conduit between management and investment professionals, gathering candid feedback from investors to help management understand
changes in the “Street’s” perceptions as the company performs and the growth story evolves.


 


In support of a comprehensive program,
we offer the following program goals, which are designed to help EVTI establish and maintain an identity competitive with highly-regarded
small-cap growth companies and achieve its valuation objectives.


 


OVERVIEW COMMENTS:


 


It is clear that while many strong corporate fundamentals exist
(Management, Technology, Business Platform, market potential, etc.); investment fundamentals, investment messaging, and corporate
messaging need augmentation and tailoring. In today's challenging operating environment no room for such extraneous issues exists,
and as such, it should be the priority of each company, and their investors, to ensure that everything possible is done to encourage
new investment and keep current investors. Therefore, it is clear EVTI will benefit from a broad approach in order to keep existing
investors as well as obtain new ones. 1.) We recommend adherence to this proposal for maximum results. 2.) If for some reason it
does not make sense for EVTI to adhere to the proposal as written, HART PARTNERS understands and will work enthusiastically to
ensure the highest degree of success given the tools provided.


 



    	Two Greenbriar Court ♦ Holtsville, NY 11742 ♦ 516-317-8811 ♦ www.hartpartners.net



    	



    

 





CHALLENGES/PROBLEMS = FUNDAMENTALS: (We’ll
help turn these into selling points) (source: yahoofinance)


 


		·	Valuation perception



 


		·	New business model in social technology space – Social Calendaring



 


		·	No revenue - development stage



 


		·	Lack of verifiable business metrics, i.e. no QoQ Op. Ex, Cap Ex.,
Margins, etc. – development stage



 


		·	Lack of operational metrics - development stage



 


		·	Lack of verifiable investment metrics, i.e. ROE, ROA, P/E, Asset Velocity,
etc. - development stage



 


		·	No notable retail sponsorship or support



 


		·	No notable analyst coverage nor strong institutional sponsorship/support



 


		·	No formalized Investor Relations communications program



 


PRESCRIPTION:


 


		·	Strong professional IR program to drive top line value by reinforcing:
1.) Funds, 2.) Brand, 3.) Intelligence, 4.) Customer



 


		·	Strengthen & align corp./investor messaging internally and externally
(consistency = success)



 


		·	Identify/Codify whom has ultimate responsibility for excellence of
Investor Relations



 


		·	Clarify to stakeholders what the Investor Relations strategy is -
why and how it creates value



 


		·	Update messaging/positioning to the street at large



 


		·	Update messaging/positioning to potential new investors (institutional/retail)
about benefits of changes (how and why these changes are being made, and therefore, how and why marketability on a large
scale will also change to address the marketplace)



 


		·	Institutional road show – position building and capital
raising



 


		·	Retail road show - position building and capital raising



 


		·	Initial retail IR – after-market support



 


		·	Initial institutional IR – after-market support



 


		·	Web/Mobile review, needs advisory, and initial set-up (website
needs SEC update & assessment)



 


		·	Social Media review, needs advisory and initial set-up
(larger social presence needed, regular online footprint needs to increase via blogs and regular
communication from company and IR counsel, advertising where possible)



 



    	Two Greenbriar Court ♦ Holtsville, NY 11742 ♦ 516-317-8811 ♦ www.hartpartners.net



    	



    




 


SPECIFICS:


 


Formulate a communications platform
that positions EVTI to be recognized as an emerging growth company at an inflection point in its corporate history. 


 


		·	Build a public company identity for EVTI
as a fully reporting leading OTC-BB listed Technology company



 


		·	Articulate the industry characteristics
and favorable demand environment for company’s growth potential 



 


		·	Describe the company’s accelerated
growth strategy and plans to achieve its financial objectives over the next three (3) year years; outline the action plan and key
initiatives toward attaining stated goals 



 


		·	Accentuate EVTI competitive advantages
and discuss any marquee customers



 


		·	Emphasize management’s career credentials
and accomplishments at EVTI to instill confidence in management’s execution skills 



 


		·	Reinforce execution capabilities by carefully
setting strategic and operational milestones and highlighting the company’s performance relative to those milestones 



 


Increase trading liquidity through increased
interest in the EVTI story.


 


		·	Implement an aggressive outreach program
to create demand at each stage of the company’s growth, reaching investment professionals through various channels of communication
including face-to-face introductions, earnings conference calls and conferences



 


		o	Stimulate interest among prospective institutional investors, targeting funds that have an appetite
for illiquid, unknown micro-cap investments



 


		o	Reach out and introduce the company to retail brokers through group meetings and relevant forums



 


		o	Introduce the story to target sell side analysts to make them aware of the company and its growth
strategy and cultivate sponsorship



 


		o	Identify appropriate investor forums, both brokerage-sponsored and independent venues for attendance
by company



 


		·	Leverage public relations activities and
trade show attendance to bolster interest among industry-specific investment professionals



 


		·	Initiate a program of quarterly earnings
conference calls between Q2 – Q4 2013 in order to create an audio archive of the company’s growth strategy, accomplishments
and success in building a track record of execution capability 






 



    	Two Greenbriar Court ♦ Holtsville, NY 11742 ♦ 516-317-8811 ♦ www.hartpartners.net



    	



    

 





Create an interactive communication
loop with the investment community.


 


		·	Gather unfiltered reactions from participants
after each investment community event to ensure management’s messages are understood and embraced, uncover concerns and adjust
the marketing materials as necessary 



 


Ensure an informed audience of investment
professionals.


 


		·	Collaborate with management to create
a regular flow of news to highlight the accomplishment of business objectives, both financial and non-financial, for the investment
community to monitor EVTI progress 



 


		·	Determine business model metrics and milestones
to report against each quarter to strengthen confidence in management’s execution capabilities



 


		·	Work with management in setting and controlling
expectations



 


Maintain an accessible, responsive investor
relations infrastructure.


 


		·	Ensure that EVTI is applying best practices
in managing investor inquiries and making information about the company available to interested investment professionals 



 


As we learn more about EVTI and as developments
unfold, we will re-examine both strategies and tactics. Our investor relations programs are custom-designed to suit a client’s
circumstances and needs, and we may add or subtract elements from this proposed program. As your partners in investor relations,
we are committed to maintaining an open dialogue with you to ensure that we are always working together toward achieving shared
goals.


 


PROGRAM ELEMENTS
(Below is a list of activities and tactics that HART PARTNERS will use to implement your program.) 


 


		·	Orientation Call/Meeting –
This call/meeting represents an important first step toward establishing a strong working partnership between Hart Partners and
management, and ensures that we are working collectively toward shared investor relations goals. Its purpose is to give Hart Partners
an insider’s perspective on industry dynamics and management’s outlook on future growth and plans to achieve its objectives,
and to learn more about management’s past dealings with the “Street”. Equipped with this knowledge, we will be
able to help shape and evolve the company’s communications platform, its positioning, message set, and reportable metrics.




 


		o	In preparation for the call/meeting, Hart Partners will prepare an agenda, outlining topics for
discussion, including EVTI business fundamentals, long-term growth strategy and business model; immediately afterward, we will
submit a program plan that lays out a detailed schedule of activities for the next ninety (90) days, and follow this with a similar
plan for the second ninety (90) days, and so on.



 


		·	Marketing Materials – HART
PARTNERS will review EVTI’s investor presentation to ensure that it properly shapes the story, encapsulating a strong, current
investment thesis and supporting messages, and consider ways to enhance the content, images and flow, if appropriate. We will also
review the fact sheet and revise the document to conform to the messaging contained in the investor presentation. Finally, we will
take a look at the information kit and investor relations section of the web site and make suggestions as appropriate to ensure
both meet investor relations best practices and regulations in the U.S. That said, we will task ourselves with keeping up to date
with the latest features in web site design and changing regulatory requirements for disclosure. 



 



    	Two Greenbriar Court ♦ Holtsville, NY 11742 ♦ 516-317-8811 ♦ www.hartpartners.net



    	



    

 





		·	News Releases – HART PARTNERS
will assist EVTI in identifying activities and accomplishments that warrant public disclosure. These announcements will include
quarterly financial results and other news that demonstrates the company’s strategic progress, particularly new customer
wins. In addition, we will want to continue to raise visibility for management’s attendance at trade shows, industry symposiums
and investor forums. We will strategize with management on the content and timing of these releases. In addition, we will craft
the releases to support the investor message set and positioning, and to ensure the structure and content satisfies investment
professionals’ information needs while conforming to disclosure rules and best practices. When discussing press releases,
HART PARTNERS will advise management to ensure that Reg. FD is upheld. 



 


		o	Quarterly Earnings Announcement – Because the “Street” has been conditioned
to rely on quarterly earnings announcements for receiving management’s progress report, these releases need to be prepared
with great care, with respect to both reporting the prior quarter’s financial results and operational activities and to characterizing
the forward-looking opportunities and goals. For that reason, HART PARTNERS devotes a considerable amount of time each quarter
to collaborating with management on the objectives of the quarterly report, message development and expectations management.



 


		·	Investment Community Outreach –
HART PARTNERS envisions a systematic program of meetings with members of the investment community supplemented by opportunistic
meetings that leverage management’s business travel.



 


		o	Targeting. We will perform targeting exercises that filter for an agreed-upon set of criteria,
including market capitalization, funds that invest in companies with similar business fundamentals, peer company holdings, etc.;
and we will assemble lists of prospective investors utilizing our proprietary database of investment community contacts, and other
sources



 


		o	Meetings. We recommend, at a minimum, setting aside two days each quarter for road shows
during which management will meet prospective high quality, pre-screened investment professionals



 


		·	For each road show HART PARTNERS will
suggest the locations, pre-market the meetings through telephone and email outreach and distribution of the corporate fact sheet
and investor kits, arrange the itinerary, provide background on individuals/firms and, if appropriate, accompany management. Our
target audiences will include:



 


		·	Micro- and small-cap funds that invest
in the Technology sector and generalists who have an appetite for undiscovered growth stories 



 


		·	Industry-specific research analysts at
investment banking firms and independent research boutiques, and broker/dealers that cover micro/small-cap growth companies



 


		·	Institutional brokers known to take an
interest in marketing a solid growth story independent of research coverage from the brokerage firm’s analyst



 


		·	Retail brokers



 


		·	Following each roadshow, HART PARTNERS
will capture responses and sentiments from meeting participants. We will collect impressions about the strengths and weaknesses
of the company’s story, probe for issues and concerns, and assess the company’s current and potential valuation as
well as its’ valuation drivers. Additionally, we will obtain comments about management’s delivery and the effectiveness
of the corporate presentation. After conducting each survey, we will submit a report on a timely basis summarizing our findings
and make recommendations. 



 



    	Two Greenbriar Court ♦ Holtsville, NY 11742 ♦ 516-317-8811 ♦ www.hartpartners.net



    	



    

 





		·	In addition, as part of our marketing
activities, HART PARTNERS will build interest in EVTI among target audiences through a variety of mechanisms



 


		o	We will market EVTI directly to prospective investors



 


		o	We will push news to target audiences to ensure that they are kept up to date on important corporate
developments



 


		o	We will identify and suggest opportunities for management to present at investment conferences,
both brokerage-sponsored and independent forums



 


		o	We will leverage management’s time at trade shows that target analysts and investors who
are likely to attend, and when appropriate, we will develop event specific target lists, create awareness of management’s
attendance at the event and arrange a schedule of introductions



 


		·	In-bound inquiry management



 


		o	We will qualify in-bound investor inquiries and requests for meetings



 


		o	We will also handle all routine telephone, e-mail and written inquiries on the company, forwarding
information kits and adding contacts to the fax or e-mail list, as appropriate



 


		·	Strategic Counsel – In all
that we do, it is incumbent on your HART PARTNERS team to keep our eye on the big picture, to counsel management on strategic investor
relations issues (corporate governance, investor relations best practices, material disclosure, timing and content of major corporate
announcements), program activities and opportunities, and to effectively handle unexpected issues – all on a consistent basis.
We pride ourselves on providing responses and recommendations that are grounded in extensive knowledge of Wall Street behavior
and investor sentiment.



 


		o	Capital Raises - As appropriate, to support EVTI’s financing needs, we are prepared
to arrange meetings with appropriate investment bankers, provide guidance to management in the banking selection process and behind-the-scenes
counsel as management moves forward with a transaction.



 


		·	Financial Media – For the
most important company announcements (e.g., exceptional financial performance, strategic business developments), HART PARTNERS
will implement a proactive media relations strategy to gain widespread and favorable visibility in the financial press. We may
utilize a variety of techniques, including advance-exclusives and journalist pre-briefings, in pursuit of our media goals. 



 



    	Two Greenbriar Court ♦ Holtsville, NY 11742 ♦ 516-317-8811 ♦ www.hartpartners.net



    	



    




 


Administration
& Account Management


 


		·	HART PARTNERS Team – Implementation
of this program will be the responsibility of Sanford Diday and Jeff Hart, and they will serve as your primary agency contacts.
Jeff Hart will have direct oversight responsibility for the program implementation, Sanford Diday will handle the program tactics
and the day-to-day activities, and both will provide investor relations counsel. 



 


		·	Update Meetings – Although
we are typically in frequent contact with our clients, we recommend arranging periodic conference calls during which our team shares
our thoughts on the program, issues and opportunities, and you update us on developments at the company.



 


COMPENSATION


 


Hart Partners shall be engaged for an initial
term of one (1) year (twelve months). Either party may terminate the engagement, by written notice to the other, for any reason,
exactly six (6) months after the commencement of the initial term. In the absence of such a six (6) month termination, the parties
will endeavor to renew the engagement for one or more successive one year terms, subject to agreement on terms to be negotiated
and agreed upon at least ninety (90) days prior to the end of the existing term. In the event of a failure to reach agreement on
renewal terms for any reason for any such one year renewal period, the engagement shall terminate. Upon any termination, EVTI’s
obligation to make monthly cash payments to Hart Partners for periods subsequent to the termination date shall cease. During the
initial twelve (12) month engagement period EVTI shall issue Hart Partners a total of fifty thousand (50,000) restricted rule 144
stock broken into two six month tranches of twenty-five thousand (25,000) shares each. EVTI shall pay an initial cash fee to Hart
Partners of $10,000 to cover the first three months of the full twelve month agreement, and, twenty-five thousand shares of restricted
rule 144 EVTI stock to cover the first six months of the agreement, payable upon execution if this agreement. Each month thereafter
a monthly retainer of $3,333.33 per month shall be paid, unless or until such time as EVTI has raised aggregate financing of a
minimum of $3,000,000.00 (the “Minimum Funding”) through the sale of its equity securities, at which time (beginning
the first month following the closing of such a transaction), EVTI’s monthly retainer will be $7,500. Upon the anniversary
of the first six month term, and before the beginning of the second six month term, EVTI will issue to Hart Partners the remaining
tranche of twenty-five thousand (25,000) shares of its restricted rule 144 stock.


 


HART PARTNERS shall also be reimbursed
for customary out-of-pocket expenses (e.g., commercial newswire distribution, phone, fax, etc., done with client approval) billed
at cost and reflective of any HART PARTNERS vendor discount. HART PARTERS will not bill out of pocket expenses that do not exceed
$20.


 


PROPOSAL:


 


		·	Initiation = $10K (covers 1st
three months) + 25K shares (restricted rule 144)(covers 1st six months)



		·	Pre-Raise Monthly = $3,333.33K (until
completion of financing) 



		·	Post-Raise Monthly = $7,500 (post-financing,
for remaining months)



		·	Stock - 2nd Tranche = 25K shares
(restricted rule 144) (cover 2nd six months)



 


confidentiality


 


Each of the parties to this Proposal agrees
to maintain the confidentiality of the terms of this Proposal and the activities contemplated hereunder (the “Activities”),
and not to use any Confidential Information it may receive from or learn about the other party for any purpose other than to consummate
the Activities. Further, no disclosure of any information concerning this Proposal, the Activities or any Confidential Information
delivered by either party to the other pursuant to this Proposal in connection with the Activities shall be disclosed to any other
person unless and until such other person shall have first executed and delivered a written confidentiality agreement by which
such person agrees to hold in confidence such Confidential Information, which obligation shall continue indefinitely, except as
required by federal and/or state securities laws.


 



    	Two Greenbriar Court ♦ Holtsville, NY 11742 ♦ 516-317-8811 ♦ www.hartpartners.net



    	



    

 





For purposes of the foregoing, Confidential Information is information
that is non-public, confidential or proprietary information of the disclosing party, including, without limitation, information
related to the disclosing party’s business strategy, product and service offerings, pricing structure, business plans, projections,
customers, technology, intellectual property, trade secrets (as defined under applicable law) and other financial and non-financial
information and technical and nontechnical information and data, whether or not such information is marked “Confidential”
or described as confidential at the time of its disclosure to recipient.


 


Confidential Information does not include information known
to the recipient prior to its disclosure to the recipient, information which is now in or hereafter comes into the general public
domain without breach of this Proposal and through no fault, error or omission of or by recipient, or information which is required
to be disclosed pursuant to a judicial or governmental order, or any federal, state or local law.


 


Evaluation &
Measurement


 


While the success of an investor relations program can be impacted
by many factors, over which we have little or no control, we gauge our progress by periodically examining:


 


		ü	Changes that have occurred in the company’s industry or business
that may impact, positively or negatively, the company’s growth potential 



		ü	Capital market conditions 



		ü	Receptivity to the story 



 


On a quarterly basis, we will also look at the following
subjective evaluation criteria:


 


		ü	Were agree-upon program objectives met?



		ü	Was management’s time used effectively? 



		ü	Accessibility of team members



		ü	Quality of client deliverables



		ü	Efficient implementation of program plan 



		ü	Improved Street perceptions



		ü	Institutional ownership – changes in existing positions, new
investors, retaining shares



		ü	Initiation of analyst coverage 



 


To ensure ongoing formalized communication
regarding program progress, HART PARTNERS will provide a Quarterly Written Activity Report (WAR Report) (an objective assessment
of performance based upon the above-mentioned factors) to EVTI’s management.


 



    	Two Greenbriar Court ♦ Holtsville, NY 11742 ♦ 516-317-8811 ♦ www.hartpartners.net



    	



    

 





SERVICES:


 


The services to be provided by Hart Partners hereunder include
the following at no extra cost unless otherwise indicated.


 


		o	Institutional messaging/positioning/marketing + Retail pre-raise messaging/positioning/marketing (includes writing/editing
all PRs, marketing collateral, and/or other market communications)



 


		o	Institutional road shows



 


		o	Retail road shows



 


		o	Initial retail IR - after-market support



 


		o	Initial institutional IR - after-market support



 


		o	Follow on Social Media support and monitoring



 


		o	Investment banking introduction/advisory



 


		o	Investor relations Web/Mobile & Social Media needs review, advisory



 


Regards,


 


Jeffrey S. Hart


Owner/CEO


Hart Partners, LLC


516-317-8811 (c)


 


Sanford Diday


Managing Partner


Hart Partners, LLC


407-808-4879 (c)


 








    	Two Greenbriar Court ♦ Holtsville, NY 11742 ♦ 516-317-8811 ♦ www.hartpartners.net