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Exhibit 99.1

 

 

Independent Contractor Agreement

 

 

 

1.  Parties

 

This Independent Contractor Agreement (“Agreement”) is between China Tel Group, Inc. (“ChinaTel”) and Reginald A. Howell (“Independent Contractor”).

 

2.  Term of this Agreement

 

The term of this Agreement shall be effective as of August 1, 2009 and shall expire July 31, 2011 (“Term”).

 

3.  Services to be Performed by Independent Contractor

 

Independent Contractor shall perform consulting services (“Services”) as an independent contractor to ChinaTel for the following services: (i) review and assist in the preparation of ChinaTel budgets, pro-forma financials and business plans; (ii) assist ChinaTel with the development and execution of its business strategy; (v) introduce ChinaTel to needed professionals in the United States in order for ChinaTel to advance its business objectives; (vi) consult with ChinaTel on strategic alliances and/or acquisitions; (vii) engage such other persons and professionals as consultants deemed necessary to carry out Independent Contractor’s functions under this Agreement; (viii) arrange for meetings with professional firms, as necessary; and (ix) advise ChinaTel on all matters dealing with its core business.

 

4.  Payment

 

ChinaTel shall pay Independent Contractor for the Services for a fixed fee of One Million Five Hundred Thousand (1,500,000) shares of ChinaTel’s Series A common stock issued as S-8 stock (“Independent Contractor Fee”). The Independent Contractor Fee shall be paid within thirty (30) days of the execution of this Agreement by the parties hereto.

 

5.  State and Federal Taxes

 

Independent Contractor shall assume full responsibility for the payment of any taxes (or any other obligations or payments) that may be claimed as owed by any unit of government, as a result of remuneration paid to Independent Contractor for the performance of the Services.  This includes income, Social Security, Medicare and self-employment taxes.  Independent Contractor shall also pay all unemployment contributions related to the performance of the Services.  Independent Contractor shall defend and indemnify ChinaTel with regard to any such payments.

 

6.  Fringe Benefits

 

Independent Contractor shall not be eligible to receive any employee benefits from ChinaTel, including, but not limited to, medical, dental, vision, long-term disability, accidental death and dismemberment, flexible spending account, mental health services, family and medical care leave benefits, vacation benefits and participation in any ChinaTel 401 (k) plan.

 

 

 

 


 

7.  Independent Contractor Status

 

The parties intend Independent Contractor to act as an independent contractor in the performance of the Services.  Independent Contractor shall have the right to control and determine the methods and means of performing the Services.  Independent Contractor shall use his own expertise and judgment in performing the Services, recognizing that ChinaTel is relying on Independent Contractor to consult, when appropriate, with employees of ChinaTel and its subsidiaries and affiliated companies.

 

8.  Other Clients of Independent Contractor

 

ChinaTel understands that, in addition to providing services to ChinaTel on its matters, Independent Contractor may be retained, directly or indirectly, by other entities or individuals to provide services separate and


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