The Innovative Mentoring Solutions (IMS) a subsidiary of International Marketing Services, Inc. agrees, to the extent reasonably requested by the Client's firm (Client) as reasonably required in the conducting the Client's business, as determined by IMS. IMS shall place at the disposal of the Client our judgment and experience and provide business consulting services to the Client. These services include assisting the Client in its business evaluation planning, corporate restructuring & marketing efforts and introducing the Client to strategic partners to further their company objectives. All such services shall at all times be at the request of the Client. IMS agrees to use their best efforts at all times in the furnishing of advice and recommendations. All final decisions as to using advice and suggestions from IMS shall be the full responsibility of the Client, who shall hold harmless IMS of all decisions and actions taken by the Client.

After the initial consultation the IMS Services Retainer ($300) is payable in advance, prior to starting the assignment. Funds paid to IMS are not reimbursable unless otherwise agreed by IMS. Of this initial retainer $100 will be applied to our evaluation and investigative time off the phone. The balance of $200 will be applied to future telephone consultations. After this, all charges are included in the telephone discussions unless the client is otherwise informed prior to any charges being billed. Telephone consultations are billed at a rate of $2.50 per minute. The initial retainer is non-refundable. Ongoing retainers are refundable subject to the open balance. IMS does not give terms and/or credit lines.

In furnishing the Client with management advice and other services as herein provided, neither IMS nor any agent or representative thereof shall be liable to the Client or its creditors for errors of judgment. It is further understood and agreed that IMS may rely upon information furnished to him which is reasonably believed to be accurate and reliable and that, except as herein provided, IMS shall not be accountable for any loss suffered by the Client by reason of the Client's action or non-action on the basis of any advice, recommendation or approval of IMS, his partners, employees or agents. It is understood the purpose of the services of IMS to advise and help the client to find alternatives and solutions. The final decisions are the responsibility of the client.

IMS shall be deemed to be an independent contractor and, except as expressly provided or authorized in this Agreement, shall have no authority to act for or represent the Client.

The Client recognizes that IMS renders and may continue to render other services to other companies which may or may not have policies and conduct activities similar to those of the Client. IMS shall be free to render such advice and other services and the Client hereby consents thereto. IMS shall not be required to devote their full time and attention to the performance of its duties under this Agreement, but shall devote only so much of their time and attention as it deems reasonable or necessary for such purposes.

Nothing contained herein shall be deemed to require the Client to take any action contrary to its Certificate of Incorporation or By-Laws, or any applicable statute or regulation, or to deprive its Board of Directors or Officers of their responsibility to control the conduct or the affairs of the Client.

This Agreement sets forth the entire agreement and understanding between the parties and supersedes all prior discussions, agreements and under-standings of every and any nature between them. This Agreement shall be construed and interpreted according to the laws of Illinois. IMS is registered in Illinois. Our HQ is located in Wheaton, Illinois. Dealing with IMS implies that you accept this disclaimer and its content, even though the order has not been placed through our web site at www.business-problem-solutions.com. Should any disputes or claims arise from this agreement it is agreed they shall be subject to and fall under the jurisdiction of the State of Illinois.

IMS has adopted this privacy policy in order to ensure users of our commitment and dedication to privacy. The following privacy guidelines apply to the website "business-problem-solutions.com" (Site). IMS respects your right to privacy. We invite you to visit our Site to search or browse the site without revealing who you are or registering with us. However, if you choose to give us personal information that we may need, either via the Internet or by telephone, it is our intent not to use or share this information without the expressed permission of the Client. If you tell us that you do not wish to have this information used as a basis for further contact with you, we will endeavor to respect your wishes.

Any time IMS collects information that you voluntarily submit, it is IMS's intent to inform you of why this information is being requested and how it is going to be used. We may collect personal information from you including phone, electronic mail address, and other information you choose to provide at various times, for example, when you complete an online form or request. IMS uses the personal information we collect online to process your requests, inform you of opportunities that we believe you might find interesting, and to understand your needs so that we can provide you with the highest quality of service. IMS intends to protect and secure the personal information that you submit to this Site. IMS will not sell, distribute, or give your personal information to any third party without your knowledge and consent. IMS shall not be liable for any personal information that you submit to external vendors or to any web site linked to this Site.

It is IMS's intent to guard any personal information that you submit to us, and IMS will continue to take steps to maintain the security of this Site. However, as a multi-national corporation, the data we collect from you may be internationally distributed throughout IMS and the open nature of the Internet is such that data may flow over networks without security measures and may be accessed and used by people other than those for whom the data is intended. Therefore, in submitting personal information to the Site, you assume the risk of a third party obtaining that information.

Nothing in this agreement shall be construed to require any unlawful act; and in the event of a conflict between any provisions hereof and any applicable statute, law or ordinance contrary to which the parties noted herein have no legal right to contract, the latter shall prevail, but in such event the provision(s) of this agreement affected shall be curtailed and limited only to the extent necessary to bring it within legal requirements.