EXHIBIT 10.1
COMPENSATION AGREEMENT
This Compensation Agreement is dated as of July 25, 2006 among Knockout
Holdings, Inc., a Delaware corporation (the "Company"), and Xxxxxxx Xxxxxxxxx
("Consultant").
WHEREAS, the Company has requested the Consultant to provide the Company
with legal services in connection with their business, and the Consultant has
agreed to provide the Company with such legal services; and
WHEREAS, the Company wishes to compensate the Consultant with shares of
its common stock for such services rendered;
NOW THEREFORE, in consideration of the mutual covenants hereinafter
stated, it is agreed as follows:
1. The Company will issue up to 999,999 shares of the Company's common stock,
par value $.001 per share, to the Consultant subsequent to the filing of a
registration statement on Form S-8 with the Securities and Exchange Commission
registering such shares, as set forth in Section 2 below. The shares to be
issued shall represent consideration for legal services to be performed by the
Consultant on behalf of the Company.
2. The above compensation shall be registered using a Form S-8. The Company
shall file such Form S-8 with the Securities and Exchange Commission within 30
days of the execution of this agreement.
IN WITNESS WHEREOF, this Compensation Agreement has been executed by the
Parties as of the date first above written.
KNOCKOUT HOLDINGS, INC.
/s/ XXXX XXXXXXX
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Xxxx Xxxxxxx
Chief Executive Officer
XXXXXXX XXXXXXXXX
/s/ XXXXXXX XXXXXXXXX
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Xxxxxxx Xxxxxxxxx
