Exhibit 10.3
Website Funding Agreement between registrant and Xxxxx Xxxxx
WEBSITE FUNDING AGREEMENT
The undersigned acknowledges execution of theThis Website Agreement (the
"Agreement") is entered into by and between Xxxxx Xxxxx (the "Promoter") and
Benacquista Galleries, Inc. (the "Company") dated effective the 5th of May 2004
in accordance with the terms and conditions contained herein.
WHEREAS, Promoter is the sole officer and director of the Company; and
WHEREAS, the Company intends to build an interim website with limited sales
capacity to display some of the Company's art pieces for sale and to provide
customers contact and purchase information; and
WHEREAS, the Company will expend effort and resources to build the interim
website, which it would not do in the absence of the Promoter's commitment
herein; and
WHEREAS, the Promoter, as the majority shareholder of the Company desires that
the Company build the interim website; .
NOW, THEREFORE, for good and valuable consideration, the receipt of which is
hereby acknowledged, the Promoter and Company agree as follows:
SECTION 1: FUNDING. Promoter agrees to fund the Company's interim website
subject to the terms and conditions contained herein.
SECTION 2: LIMITATIONS. Promoter agrees to fund the building of an interim
website with a maximum cost of $3,000 on behalf of the Company. Each cost or
expense related to the building of the interim website needs to be approved by
Promoter before any payment is made.
SECTION 3: REIMBURSEMENT. In the event that the Company either brings in
revenues of greater than $200,000 in any given year or the Company merges into,
is acquired by, or transfers all or substantially all of its properties or
assets to any other person or entity, Promoter may make a written request for
reimbursement from the Company for the interim website expenses paid on the
Company's behalf. Company will have ten (10) business days once the written
request is received to make payment.
SECTION 4: TERMS. This Agreement shall continue in effect up until Guarantor
signs a personal guarantee for the fourth lease or 2 years from the date of
signing, whichever comes firstfor ten years from the date hereof or, if no
interim website has been built, this Agreement shall be terminated on the first
anniversary of this Agreement. Upon any reorganization, consolidation, merger or
transfer referred to herein, this Agreement shall continue in full force and
effect and the terms hereof shall be applicable to the new person or entity
after the consummation of such reorganization, consolidation or merger, as the
case may be, and shall be binding upon the new person or entity, including, in
the case of any such transfer, the person or entity acquiring all or
substantially all of the properties or assets of the Company, whether or not
such person or entity shall have expressly assumed the terms of this Agreement
as provided herein.
SECTION 5: MODIFICATIONS. No modifications, amendments or alterations to the
Agreement whatsoever may increase the Promoter's obligations hereunder.
This Agreement is intended for the sole benefit of the Company and does not
create any obligation on behalf of or rights in favor of any parties other than
the Company.
In witness whereof, Guarantor and the Company have executed this Guarantee on
this 5th day of May, 2004.
/s/ Xxxxx Xxxxx /s/ Xxxxx Xxxxx
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By: Xxxxx Xxxxx By: Xxxxx Xxxxx, CEO
Promoter Benacquista Galleries, Inc.
