Filed by Automated Filing Services Inc. (604) 609-0244 - Hemis Corporation - Exhibit 10.13






Consulting Agreement

THIS CONSULTING AGREEMENT (the "Agreement") effective as
of the 1st day of January, 2007.

BETWEEN

HEMIS
CORPORATION
Neuhofstrasse 8 
8600 Dübendorf 
Switzerland

(the "Company")

AND

DOUGLAS OLIVER
11564 Belfry
Point 
Bentonville, Arkansas 72712 
USA 

(the “Consultant”)

WHEREAS:

	A 	
      The Company is engaged in the acquisition of mining
      rights and the exploration of mining properties; and

	 	 
	B 	
      The Company and the Consultant have agreed to enter into
      a consulting agreement for their mutual benefit.

	 	 
	C 	
      This Agreement replaces the consulting agreement entered
      into between the Company and the Consultant dated January 5,
  2006



THIS AGREEMENT WITNESSES that the parties have agreed
that the terms and conditions of the relationship shall be as follows:

	1 	
      Duties

	 	 
	1.1 	
      The Company appoints the Consultant to undertake the
      duties and exercise the powers as Vice- President Operations
      and Geologist of the Company, as may be requested of
      the Consultant by the Company, and in the other offices to which the
      Consultant may be appointed by the subsidiary companies of the Company,
      and the Consultant accepts the office, on the terms and conditions set
      forth in this Agreement.

	 	 
	1.2 	
      Specifically, the Consultant will be required to provide
      Geologist services and to negotiate and complete the acquisition of mining
      rights for the Company and to oversee the geological work on any future
      geological projects.

	 	 
	2 	
      Term

	 	 
	2.1 	
      This Agreement shall commence with effect from January 1,
      2007 and shall continue until terminated in accordance with the provisions
      of clause 7 of this Agreement.

	 	 
	3 	
      Compensation

	 	 
	3.1 	
      The fixed remuneration of the Consultant for his services
      shall be at the rate of US$10,000 per month commencing January 1, 2007,
      payable at the beginning of each month.

	 	 
	3.2 	
      In addition, the Consultant may be compensated with
      options from time to time, at the discretion of the board of directors of
      the Company.

	 	 
	3.3 	
      In addition to the above compensation, the Company, at
      its discretion, may award an annual bonus to the Consultant, based on
      performance and as per industry standards, which bonus may not be given at
      all in any year. The payment of a bonus in any year shall not be
      considered a







— 2 —

		
      precedent for any later year and the payment shall not
      fetter the Company’s absolute discretion in future years to pay or not to
      pay a bonus.

	 	 	 
	4 	
      Authority

	 	 	 
	4.1 	
      The Consultant shall have, subject always to the general
      or specific instructions and directions of the Board of Directors of the
      Company, full power and authority to manage and direct the business and
      affairs of the Company (except only the matters and duties as by law must
      be transacted or performed by the Board of Directors or by the
      shareholders of the Company in general meeting), including power and
      authority to enter into contracts, engagements or commitments of every
      nature or kind in the name of and on behalf of the Company and to engage
      and employ and to dismiss all managers and other employees and agents of
      the Company other than officers of the Company, provided always that no
      contract shall be made which might involve the Company in an expenditure
      exceeding US$200,000 without the approval of the Board of
  Directors.

	 	 	 
	4.2 	
      The Consultant shall conform to all lawful instructions
      and directions given to the Consultant by the Board of Directors of the
      Company, and obey and carry out the Bylaws of the Company.

	 	 	 
	5 	
      Non-solicitation

	 	 	 
	5.1 	
      The Consultant also agrees that:

	 	 	 
		(a) 	
      during the term of this Agreement he or she will not hire
      or take away or cause to be hired or taken away any employee or consultant
      of the Company; and

	 	 	 
		(b) 	
      for a period of 12 months following the termination of
      this agreement, the Consultant will not hire or take away or cause to be
      hired or taken away any employee who was in the employ of the Company
      during the 12 months preceding such termination.

	 	 	 
	6 	
      Confidential Information

	 	 	 
	6.1 	
      The Consultant acknowledges that as the Consultant and
      Director of the Company, he or she will acquire information about certain
      matters and things which are confidential to the Company, and which
      information is the exclusive property of the Company, including:

	 	 	 
		(a) 	
      names and locations of certain properties;

	 	 	 
		(b) 	
      trade secrets; and

	 	 	 
		(c) 	
      confidential information concerning the business
      operations or financing of the Company.

	 	 	 
	6.2 	
      The Consultant acknowledges that the information referred
      to in clause 6.1 could be used to the detriment of the Company.
      Accordingly, the Consultant undertakes not to disclose same to any third
      party either during the term of this Agreement (except as may be necessary
      in the proper provision of the Consultant’s services under this
      Agreement), or after the termination of this Agreement, except with the
      written permission of an officer of the Company.

	 	 	 
	7 	
      Termination

	 	 	 
	7.1 	
      Either the Company or the Consultant may terminate this
      Agreement at any time, provided that 14 days’ notice has been delivered by
      the party terminating the Agreement.

	 	 	 
	8 	
      Company’s Property

	 	 	 
	8.1 	
      The Consultant acknowledges that all items of any and
      every nature or kind created or used by the Consultant pursuant to this
      Agreement, or furnished by the Company to the Consultant, and all
      equipment, automobiles, credit cards, books, records, reports, files,
      diskettes, manuals, literature, confidential information or other
      materials, shall remain and be considered the exclusive property of the
      Company at all times and shall be surrendered to the Company, in good
      condition, promptly at the request of the Company, or in the absence of a
      request, on the termination of this Agreement. The Consultant hereby
      assigns any and all copyright to the Company on all literary and other
      artistic works created for the benefit of the Company
  towards







— 3 —

		
      which the Consultant contributes, and the Consultant
      waives any and all moral rights that may be associated with such
    works.

	 	 
	9 	
      Assignment of Rights

	 	 
	9.1 	
      The rights which accrue to the Company under this
      Agreement shall pass to its successors or assigns. The rights of the
      Consultant under this Agreement are not assignable or transferable in any
      manner.

	 	 
	10 	
      Notices

	 	 
	10.1 	
      Any notice required or permitted to be given to the
      Consultant shall be sufficiently given if delivered to the Consultant
      personally or if mailed by registered mail to the Consultant’s address
      last known to the Company, or if delivered to the Consultant via
      facsimile.

	 	 
	10.2 	
      Any notice required or permitted to be given to the
      Company shall be sufficiently given if mailed by registered mail to the
      Company’s head office at its address last known to the Consultant, or if
      delivered to the Company via facsimile.

	 	 
	11 	
      Severability

	 	 
	11.1 	
      In the event that any provision or part of this Agreement
      shall be deemed void or invalid by a court of competent jurisdiction, the
      remaining provisions or parts shall be and remain in full force and
      effect.

	 	 
	12 	
      Modification of Agreement

	 	 
	12.1 	
      Any modification to this Agreement must be in writing and
      signed by the parties or it shall have no effect and shall be
  void.

	 	 
	13 	
      Countersignatures

	 	 
	13.1 	
      This Agreement may be signed in counterparts, each of
      which so signed shall be deemed to be an original (and each signed copy
      sent by electronic facsimile transmission shall be deemed to be an
      original), and such counterparts together shall constitute one and the
      same instrument and notwithstanding the date of execution, shall be deemed
      to bear the date as set forth above.



IN WITNESS WHEREOF this Agreement has been executed by
the parties to it, the day, month and year first written.

HEMIS CORPORATION 
by its authorized signatory

/s/ Norman Meier

  Norman Meier, President


Consultant:



  /s/ Douglas Oliver

  Douglas Oliver