Exhibit 10.2


 


CONFIDENTIAL CONTRACT FOR LOGISTICS SERVICES


 


This Confidential Contract for Logistic
Services (the “Agreement”) is effective May 1, 2018.


 


	BETWEEN:	BizCore (the "Logistic Service Provider"), a company organized and existing under the laws of Serbia of State of Serbia, with its head office located at:
	 	 
	 	Obilicev Venac Street, #18,
	 	Belgrade, ZIP: 11000
	 	Serbia
	 	 
	AND:	Grey Fox Holdings Corp. (the "Company"), a company organized and existing under the laws of the Florida of State of Florida, with its head office located at:
	 	 
	 	224 Datura St #1015 West Palm Beach FL 33401


 


RECITALS:


 


WHEREAS, Company imports goods from overseas and has need of
a Logistics Service Provider to help manage and coordinate the importing process; and


 


WHEREAS, Logistics Service Provider has expertise and experience
in providing these services; and


 


WHEREAS, Company wishes to utilize Logistics Service Provider’s
services in connection with the importation of Company’s goods;


 


NOW, THEREFORE, in consideration of the premises and the mutual
agreements set forth herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
the Company agree as follows:


 


	1.	RECITALS



 


The recitals set forth above are integral to and made a part
of this Agreement by reference.


 


	2.	TERM



 


This Agreement shall remain in force from the date first set
forth above for a period of 1 year(s) and shall be automatically renewed thereafter on a year-by-year basis. This term shall always
be subject to the termination provisions set forth herein.


 


	3.	APPOINTMENT OF LOGISTICS SERVICE PROVIDER



 


	(a)	Company agrees to employ Logistics Service Provider to perform the services set forth herein and Logistics Service Provider
agrees to perform these services. The scope of this employment will be as follows:



 


On
April 27th, 2018, the Board of Directors (the “Board”) of Grey Fox Holdings Corp.  (“GFOX” or
the “Company” entered into an agreement with BizCore as a service provider. BizCore shall solicit business for
the company and provide GFox with leads for hospitality and tourism services.  BizCore
shall also provide SEO and social media marketing for GFox. The contract has an annual commitment fee of $35,000 to $100,000 per
year commitment.


 


These services will encompass all modes
of transportation.


 


 


 






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	(b)	This is a non-exclusive agreement. Logistics Service Provider is free to perform services for other shippers and Company is
free to employ other providers to perform services covered by this Agreement.



 


Notwithstanding the foregoing, Logistics Service Provider shall
not provide like services for direct competitors of Company in same geographic scope as described in Section 3 (a).


 


	4.	LOGISTICS SERVICES



 


Logistics Service Provider shall have the following responsibilities:


 


	(a)	Receipt, management, and transmission of Company shipping data;



 


	(b)	Management of Company’s import program on a Purchase Order basis;



 


	(c)	Management of Company vendors;



 


	(d)	Receiving, booking, routing and dispatch of Company’s cargo;



 


	(e)	Warehousing, cargo consolidation and LCL services;



 


	(f)	Preparation and management of shipping documentation, including documentation necessary to effect importation into the destination
countries and release of cargo;



 


	(g)	Preparation of reports to Company;



 


	(h)	Coordination with other Company service providers in the importation process; and



 


	(i)	Such other tasks as may be reasonably necessary to effectuate the safe, expeditious, and efficient flow of Company’s
import goods and related documentation.



 


The specific tasks encompassed by these services shall be set
forth in the Standard Operating Procedures (“SOP”) for this Agreement, which are attached hereto as Exhibit A [Note:
Exhibit A already used for Company affiliate listings] and made a part hereof by reference, and/or in written instructions from
Company. Logistics Service Provider agrees to perform all tasks reasonably related to the services set forth above.


 


	5.	AGREEMENT ADMINISTRATION



 


	(a)	Account Management. Logistics Service Provider shall designate a senior level executive to be the Account Manager responsible
for overseeing Company’s account. The Account Manager must have the authority to make decisions concerning all elements of
Company’s account.



 


Other responsibilities of the Account Manager will include:
(i) working with Company to establish a strategic relationship; (ii) overseeing coordination of all of Logistics Service Provider’s
activities relating to Company’s account; (iii) insuring that all service requirements of this Agreement are performed satisfactorily.
The Account Manager will meet with Company’s management on a regular basis to discuss Logistics Service Provider’s
performance and service levels.


 


	(b)	Procedures and Metrics. Logistics Service Provider and Company shall cooperate in developing and continually improving the
SOP for activities under this Agreement. Logistics Service Provider and Company shall also agree on performance levels and service
quality criteria (“Service Standards”) to measure and evaluate Logistics Service Provider’s services under this
Agreement. These Service Standards shall be made a part of the SOP in Exhibit A [Note: Exhibit A already used for Company affiliate
listings]. Logistics Service Provider will provide reports in a format and at intervals determined by Company measuring its performance
under the Service Standards. [Note: We have not reviewed SOPs or Service Standards]



 


 


 






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	6.	COMPENSATION AND PAYMENT



 


	(a)	Company agrees to pay to Logistics Service Provider the rates and charges set forth in Exhibit B, attached hereto and incorporated
herein by reference, as full and complete compensation for the services to be provided hereunder. Such rates may be amended or
changed only with the mutual written agreement of both parties.



 


	(b)	Logistics Service Provider shall invoice Company within two to five business days of the end of each week for all compensable
services performed during that week. Invoices shall be in the form attached to this Agreement as Exhibit C. Payment of each invoice
shall be made by Company within 2 days following receipt. Logistics Service Provider agrees that no penalties or interest will
be assessed to 7 days for past due amounts.



 


	7.	INDEPENDENT CONTRACTOR



 


Logistics Service Provider is an independent contractor and
shall have sole and exclusive control over the manner in which it, its employees and agents perform the services to be provided
under this Agreement. Logistics Service Provider shall have the right to engage and employ such individuals and agents as may be
necessary in connection with the services to be provided under this Agreement, provided that such individuals and agents shall
be subject to control, contractual or otherwise, solely and exclusively by Logistics Service Provider.


 


	8.	LIABILITY



 


	(a)	Logistics Service Provider agrees that it will be fully responsible, without limitation, for any loss or damage to Company’s
cargo while such cargo is in the possession or control of Logistics Service Provider. Logistics Service Provider’s liability
shall be for the cost of the cargo plus any expenses incurred by Company pertaining to the cargo to the time of the loss or damage
including, without limitation, duties, transportation charges, forwarding and brokerage fees, etc. This provision shall not limit
or detract from Company’s right to assert claims against other parties for the same damages including, without limitation,
the ocean carrier under whose through bill of lading the cargo is carried.



 


	(b)	Logistics Service Provider agrees that it will also be liable, without limitation, for any direct extra expenses incurred by
Company arising from Logistics Service Provider’s failure to discharge its obligations and responsibilities under this Agreement.



 


	(c)	Company shall have (i) twelve months from the date of delivery, or (ii) a reasonable time if the goods are not delivered, in
which to file a claim with Logistics Service Provider. If the amount or extent of the claim cannot reasonably be determined within
the 1 month period, the time for filing the claim shall automatically be extended for an additional 3 months.



 


	(d)	All claims shall be paid, settled, or disallowed by Logistics Service Provider within 7 days of filing. If no response is received
within this time, Company will assume the claim has been allowed and deduct the amount claimed from the next payment(s) of Logistic
Service Provider invoices. Whenever Logistics Service Provider disallows a claim by Company, it shall provide a lawful reason for
doing so, which shall be stated in writing by Logistics Service Provider itself, not its insurer. Company shall have 2 years and
1 day from the date of Logistic Service Provider’s response to its claim in which to file suit against Logistic Service Provider
for loss or damages arising from such claim.



 


	(e)	Logistics Service Provider shall indemnify, defend and hold harmless Company, its officers, employees, agents, representatives
and affiliates from and against any and all liability, loss, damages, claims, suits, costs or expenses, including reasonable attorneys’
fees, asserted against Company based upon, arising out of or in connection with (i) any acts or omissions by Logistics Service
Provider or its agents, sub-agents, representatives or employees, (ii) any breach or non-fulfillment of any representation, warranty
or covenant of Logistics Service Provider provided herein, or (iii) any claim, losses, damages, costs, or expenses asserted against
Company by Logistics Service Provider, its employees, agents or any other person for any injury (including sickness, disease or
death) or claim or injury to property arising out of or in connection with the performance of this Agreement.



 


	(f)	No salvage of any kind or nature shall be sold or offered for sale or in any other way disposed of to any third party without
the prior written consent of Company. All salvage receipts shall be payable to Company and credited against Company’s claim
against Logistics Service Provider.



 


Unless Company directs otherwise, all freight subject to salvage
shall be returned to Company, at Logistics Service Provider’s sole cost and expense, for salvage and appropriate credit.
Company may determine, within its sole discretion, subject to a reasonableness standard, whether the goods may be salvaged, and
if salvageable, the value of such salvage. Such decision will be consistent with all applicable federal and provincial regulations.


 


 


 






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	(g)	Logistics Service Provider’s responsibilities and liabilities set forth above shall not be limited in any manner whatsoever
by any terms incorporated by reference into this Agreement or contained in documentation issued by Logistics Service Provider.



 


	(h)	Indemnity. Logistics Service Provider shall at all times (both during and after the term hereof) indemnify, defend and hold
harmless Company, its agents and employees against and from any and all claims, losses, damages, costs, penalties, fines, legal
fees and all other expenses relating to, arising out of or connected with Logistics Service Provider’s services and/or acts
or omissions of Logistics Service Provider, its employees or agents, of every nature or character (including, but without limitations,
claims for personal injury, death and damage to property, clean-up costs from commodity spills and damage to the environment) asserted
against Company (a) by any agent or employee of Logistics Service Provider or (b) by any other person.



 


	9.	RECEIPTS



 


Each incident of transportation of property under this Agreement
shall be evidenced by a written receipt in a form and manner approved by Company. To the extent any term or condition of any receipt
conflicts in any way with any term or condition of this Agreement, this Agreement shall take precedence and prevail.


 


	10.	INSURANCE



 


	(a)	Logistics Service Provider shall at all times during the term of this Agreement and any period during which Logistics Service
Provider provides services pursuant to Section 22 hereof following termination of this Agreement, at its own expense, have and
maintain in full force and effect, Comprehensive General Liability and Cargo Damage Insurance with reliable insurance companies
acceptable to Company, and in the following amounts, which amounts may be subsequently modified by Company upon 5 days written
notice: 100,000 Comprehensive General Liability; $100,000 Cargo Damage. (Note: Are these sufficient amounts in USD)



 


	(b)	Company shall be named as an “Additional Insured” on the Comprehensive General Liability and Cargo Damage policies,
which shall provide that:



 


		1.	Such insurance shall be primary with respect to all insured’s; and



 


		2.	Such insurance shall be applicable separately to each insured and shall cover claims, suits, actions or proceedings by each
insured against any other insured. Company shall be named “Loss Payee” on the Cargo
Liability policy.



 


	(c)	The policy or certificate of insurance evidencing such insurance shall contain a clause that the insurer will not cancel or
change coverage of the insurance without first giving Company [NUMBER] days prior written notice, and that the Insurer will be
liable to Company for any and all damages resulting from Insurer’s failure to give such notice.



 


	11.	NO LIEN



 


Logistics Service Provider shall have no lien on any shipment
or portion thereof for which it provides services under this Agreement or on any documentation relating thereto.


 


	12.	GOVERNING LAW / DISPUTE RESOLUTION



 


It is the intention of the Company parties that the provisions
of this Agreement shall be construed and enforced according to the laws of the Serbia of State of Serbia, without regard to its
conflict of law rules. All controversies and claims arising hereunder, and all actions and proceedings, shall be brought to a court
of Serbia of general jurisdiction or the Federal court of Serbia sitting in the city of Belgrade and both parties consent to the
venue and jurisdiction of the courts of that city. Nothing in this Agreement limits the Company’s right to seek provisional
injunctive relief in the appropriate jurisdiction.


 


 


 






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	13.	RECORDS; AUDIT



 


	(a)	Logistics Service Provider shall keep records hereunder according to reasonable procedures established by Company and communicated
to Logistics Service Provider from time to time. Logistics Service Provider shall promptly furnish to Company copies of all records
kept hereunder upon request.



 


	(b)	Company, its auditors or other authorized representatives or employees shall, at all reasonable times and upon reasonable notice,
be afforded access to, and shall have the right to inspect and audit, all of Logistics Service Provider’s books and records
relating to the performance of this Agreement to the extent reasonably necessary to assure that Logistics Service Provider is complying
with the terms of this Agreement.



 


	(c)	Logistics Service Provider shall preserve all records relating to this Agreement, including, without limitation, licenses,
permits, evidences of authority issued by governmental bodies, memoranda and correspondence, for the period of time specified by
Company, or as required by law, whichever is greater.



 


	(d)	Company shall have the right to obtain assurances from Logistics Service Provider at any time concerning Logistics Service
Provider’s financial and economic condition and shall have the right to review Logistics Service Provider’s financial
statements (balance sheet, income statement and any other relevant statements or information) on an annual basis.



 


	14.	ENVIRONMENTAL POLICY



 


Company is committed to the goal of continuously improving
its environmental impact while maintaining the highest customer service, best product selection and quality, at the lowest possible
cost. Company and Logistics Service Provider hereby commit to improving environmental quality by working closely with each other
to identify opportunities and promote practices that benefit the environment.


 


	15.	COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS



 


Logistics Service Provider shall comply with all applicable
federal, and provincial/state laws, regulations, policies and practices as well as the regulations of any other country in which
it performs services under this Agreement. In particular, and without detracting from the generality of the foregoing, Logistics
Service Provider shall be knowledgeable about, and fully in compliance with, any legal requirements pertaining to the transportation
of hazardous materials, dangerous goods, or overweight containers.


 


	16.	PROHIBITED PAYMENTS



 


Logistics Service Provider and any related entity (collectively
“Logistics Service Provider”) rendering services to Company and its subsidiaries and affiliates (collectively, (“Company”)
makes the following representations, warranties, covenants, agreements and undertakings, and accepts the following conditions:


 


	(a)	Logistics Service Provider shall comply with all laws of the countries in which services are rendered to Company.



 


Foreign Corrupt Practices Act (“FCPA”), the Serbia
Corruption of Foreign Public Officials Act and any amendments thereto which will be supplied to Logistics Service Provider upon
request. Logistics Service Provider must comply with the highest standard or requirement set by the laws of Serbia or policy in
any country.


 


	(b)	Logistics Service Provider, in rendering services under this Agreement, has not and will not pay, offer, or promise to pay,
or authorize the payment, directly or indirectly, through third persons or otherwise, of any monies or anything of value to any
government official (for purposes of this Agreement this term is defined to include any officer or employee of a government or
any department, agency or instrumentality thereof,



 


	(c)	or any public international organization, or any person acting in an official capacity for or on behalf of any such government
or department, agency or instrumentality or for or on behalf of any such public international organization and any political party,
official thereof or candidate for political office) of any country, for the purpose of: influencing any official act or decision
by such official, person or party, or inducing such official, person or party to perform or omit any act in violation of his or
its lawful duty,



 


 


 






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	(d)	or to secure any improper advantage, or inducing such official, person or party to use his or its influence with a government
or any of its agencies or instrumentalities to affect or influence any act or decision of such government or agency or instrumentality
in order to obtain, retain or direct business for, with or to any person or entity (any such payment is a “Prohibited Payment”).



 


The term Prohibited Payment as used herein does not include
payments in modest amounts to government employees for the purpose of expediting and securing a routine administrative action ordinarily
performed by such employees, provided the recipient of such service or action is entitled to receive such service or action and
the payment is customary and appropriate in the country, provided, however, that Logistics Service Provider must secure advance
written approval from Company for any such payments and must periodically report such payments to Company pursuant to the procedures
established by Company (which include pre-approvals on a blanket basis).


 


The term “routine administrative action”, as used
herein, refers to actions commonly performed by certain government officials, including, without limitation, obtaining permits,
licenses, or other official documents in order to qualify to do business in a country; processing visas and work orders; providing
police protection, mail pickup and delivery, customs and other inspections; providing phone and utility services; loading and unloading
cargo and actions of a similar nature.


 


The term “routine administrative action” shall not
refer to decisions by a governmental official related to the award or direction of new or continuing business to any person or
entity;


 


	(e)	Logistics Service Provider shall not offer or make any payment, loan or transfer of value to any director, officer, employee
or agent of Company or of its actual or potential customers or suppliers, or offer to make any payment, loan or transfer of value
on behalf of Company that is prohibited by any applicable law.



 


	(f)	It is the intent of the Company that no payments, loans or transfer of value shall be made that have the purpose or effect
of public or commercial bribery, acceptance of or acquiescence in extortion, kickbacks or other unlawful or improper means of obtaining
or retaining business. Logistics Service Provider will ensure that no commission or fee is paid by Logistics Service Provider to
any third party without Company’s prior, written approval.



 


	(g)	Before any shareholder, officer, director or employee of Logistics Service Provider or any related party rendering services
to Company becomes a government official (as defined in subparagraph (b) above) Logistics Service Provider shall notify Company
for purposes of determining whether continued employment would be inconsistent with the representations and warranties set forth
in this Section 17. Company’s determination on this question shall be binding.



 


	(h)	In any case where Logistics Service Provider proposes to render services to Company by a related entity and a government official
of the territory in which the services will be rendered has a financial interest in such entity, Logistics Service Provider will
provide advance notification to Company for purposes of determining whether utilization of such entity would be inconsistent with
the representations and warranties set forth in this Section 17. Company’s determination on this question shall be binding.



 


	(i)	All expenses incurred shall be reported fully and accurately in the books and records of Logistics Service Provider and all
such books and records showing expenses shall reflect the purpose of each expense and the recipient and the beneficiary of such
expense, and that there will be written records of each and every service Logistics Service Provider performs on behalf of Company.



 


	(j)	To confirm compliance with the provisions of this Section 17, Logistics Service Provider shall answer in reasonable detail
any questionnaires or other written or oral communications relating thereto from Company, or from their outside auditors, attorneys
or other designees, and shall also, upon request, make its books and records related to this provision available to Company, or
to its outside auditors, attorneys or other designees.



 


	(k)	In the event that Company concludes that there has been a breach of the representations and warranties set forth in this Section
17, it may terminate this Agreement without further liability or obligation to pay any fees, which are associated with the activities
that caused such breach.



 


	17.	GLOBAL CONDITIONS



 


Logistics Service Provider also agrees to provide services to
overseas subsidiaries or affiliates of Company in any non-Serbia trades in which Logistics Service Provider operates. These services
shall be provided by Logistics Service Provider, or its subsidiaries or affiliates, pursuant to a separate agreement containing
the same, or substantially the same, terms and conditions as this Agreement.


 


 


 






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The rates in all such agreements, including this one, shall
be calculated on the basis of Company’s total volumes handled by Logistics Service Provider, its subsidiaries and affiliates,
throughout the world. Neither Logistics Service Provider nor Company shall be the guarantor of the performance of their respective
subsidiaries and affiliates under these separate agreements, provided, however, that Logistics Service Provider shall be the guarantor
of the rate obligations set forth in this Section.


 


	18.	NON-ASSIGNABILITY



 


The rights and obligations of this Agreement are personal to
Logistics Service Provider and Company and this Agreement shall not be assignable or otherwise transferable by either party, in
whole or in part, without the written consent of the other party, provided that Company shall have the right to assign this Agreement,
in whole or in part, to any entity controlling, controlled by, or under common control with Company.


 


	19.	CONFIDENTIALITY



 


Company agrees to abide by the provisions set forth in any separately
agreed confidentiality agreement between them. If no such separate agreement exists, they agree to abide by the following. As part
of the business relationship between Company and Logistics Service Provider, Logistics Service Provider may be in, or come into,
possession of information or data which is not available to the public and which constitute trade secrets, know-how, and confidential
information or are otherwise considered secret by Company (hereinafter “Information”).


 


In consideration of the receipt of such Information and the
benefits it receives under this Agreement, Logistics Service Provider agrees to maintain such Information in the utmost of confidence;
to use such Information solely in connection with the business relationship created by this Agreement; and to take all measures
necessary to protect such Information from disclosure.


 


	20.	TERMINATION



 


	(a)	This Agreement may be terminated by either party, with or without cause, upon 30 days written notice. Notwithstanding the above,
either party may terminate this Agreement upon immediate written notice if the other party has failed to cure a material breach
of this Agreement within 30 days following written notice thereof.



 


	(b)	If a petition in bankruptcy is filed against Logistics Service Provider, or Logistics Service Provider becomes insolvent, makes
a general assignment for the benefit of creditors or a proposal in bankruptcy, Company may terminate this Agreement immediately
without notice and without further obligation.



 


	21.	CONTINUING COOPERATION



 


Logistics Service Provider agrees that, in the event its services
under this Agreement are terminated for any reason, it will provide full and complete cooperation to assure that Company’s
cargo, data and documentation continue to be handled efficiently, safely and expeditiously during the transition of services to
another service provider. In particular, and without affecting the generality of the foregoing, Logistics Service Provider agrees
that it shall not delay the transportation of goods or transmission of data or documents, whether or not such goods, data or documentation
are in its control or possession, during any such transition.


 


	22.	FORCE MAJEURE



 


	(a)	Neither Company nor Logistics Service Provider shall be liable for damages for any delay or failure to perform any of the terms
and provisions of this Agreement arising from causes beyond its control, including but not limited to, acts of God or public enemies,
acts of civil or military authority, labor disputes, fires, riots, wars or conditions of war, embargoes, accidents, epidemics,
floods or other unusually severe weather, closing or obstruction of highways, bridges or ferries, any of which have a material,
substantial and adverse affect on either parties ability to perform pursuant to the terms of this Agreement.



 


 


 






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	(b)	The party claiming force majeure shall notify the other party within 24 hours of when it learns of the existence of such
                                 a condition and shall similarly notify the other within a period of two working days after the condition is remedied. If such
                                 condition of force majeure, however, is not remedied within 10 days, the unaffected party shall have the right to terminate
                                 this Agreement.



 


	23.	HEADINGS



 


The headings contained herein are for reference purposes only
and shall not be deemed to modify the text hereof.


 


	24.	SEVERABILITY



 


In the event any phrase, clause, sentence, or other provision
contained in this Agreement shall violate any applicable statute, ordinance, rule or Serbia’s law, such phrase, clause,
sentence or provision shall be ineffective to the extent of such violation without invalidating any other provision of this Agreement.


 


	25.	NOTICES



 


Notices hereunder shall by given by mail or via facsimile, to
the parties at the following addresses:


 


Company:              Grey
Fox Holdings Corp


 


Logistics Service Provider:        Obilicev venac #18, 11000 Belgrade,
Serbia


 


	26.	ENTIRE AGREEMENT



 


This Agreement and the attached Exhibits represent the entire
understanding of Company and cannot be amended except in a writing signed by both parties. All prior discussions, understandings,
negotiations and agreements are merged herein.


 


	27.	WAIVER



 


The failure of either party to insist in any one or more instances
upon strict performance of any of the provisions of this Agreement or to take advantage of all of its rights hereunder shall not
operate as a continuing waiver of any of its rights exercisable under this Agreement.


 


	28.	PRECEDENCE



 


The terms of this Agreement, including its Exhibits, shall be
superior to and take precedence over, any trading conditions, standard terms and conditions, or forms issued by Logistics Service
Provider in the course of performing services under this Agreement and this Agreement and Exhibits shall govern in the event of
a conflict. In the event of any conflict between this Agreement and any of the Exhibits to this Agreement, the terms of the Agreement
shall prevail.


 


	29.	SURVIVAL



 


The following provisions of this Agreement shall survive cancellation,
termination, or expiration of the Agreement: 6, 8, 10, 12, 13, 14, 18, 20, 22, 23, 24 and 26.


 


	30.	CURRENCY



 


Unless specified otherwise, all statements of or references
to amounts in this Agreement are to lawful money of Serbia.


 


IN WITNESS WHEREOF, each party to this agreement has caused
it to be executed at Serbia on the date indicated above.


 





	BizCore	Grey
    Fox Holdings Corp
	 	 
	/s/ Irina Vasilinovic	/s/ Daniel Sobolowsk
	 	 
	Irina Vasilinovic 	Daniel Sobolowski 
	Print Name and Title	Print Name and Title




 


 


 






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