CONSULTING AGREEMENT
Exhibit
4.18
THIS
AGREEMENT MADE at
the
City of Montreal, Province of Quebec, this 30th day
of
June,
2005.
|
AMONG:
|
0000-0000 XXXXXX
INC.,
a corporation incorporated
under
the laws of Province of Quebec,
(the
"Corporation")
|
|
OF
THE FIRST PART
|
|
|
AND:
|
XXX XXXXXXXXXXX, on behalf of corporation incorporated under the laws of The Netherlands (the "Consultant") |
|
OF
THE SECOND PART
|
|
WHEREAS
the
Corporation is in the business of developing gaming software; WHEREAS
the
Consultant has expertise in gaming software and related matters;
WHEREAS
all
of
the shares of the Corporation shall have been acquired by Events
International Holding Corporation ("EIH") on or prior to the commencement of
the
term of this Agreement;
WHEREAS
in
April
to May 2005, EIH arried out a
private
placement that raised $1.2 million, and as part of that transaction a total
of Hi®v.u
warrants
to acquire shares of
EIH
exercisable at a price of $0.25 per share were issued (the
"Warrants").
NOW
THEREFORE THIS AGREEMENT WITNESSES that
in
consideration of
the
mutual covenants herein contained and for other good and valuable consideration,
the parties hereby agree as follows:
| 1. |
The
Corporation hereby engages the Consultant to provide consulting services
with respect to
the gaming industry and gaming software to the Corporation and the
Consultant hereby
agrees to provide such services to the Corporation during the Term
(as
hereinafter defined). All such services shall be performed outside
of
Canada. The Consultant shall report to the board of directors of
the
Corporation and to the president of
EIH.
|
| 2. |
In
consideration for its services, the Corporation shall pay the Consultant
a
fee of Five Thousand
Canadian Dollars (CDN $5,000) per month during the Term provided
that all
of
the outstanding Warrants shall have been exercised and provided further
that the full exercise
price shall have been paid to EIH. For greater certainty, the
Corporation's obligation
to pay the consulting fee will commence only once all of the Warrants
have
been
exercised and the exercise price paid and the Consultant shall have
no
entitlement to receive a consulting fee for any period prior to the
exercise of all of the
Warrants.
|
| 3. |
The
term of the present Consulting agreement (the "Term") shall commence
November 1, 2005
and shall end on the same date as the employment agreement entered
into on
this date
between the Corporation and Xxx Xxxxxxxxxxx (the "Employment Agreement").
This Consulting
Agreement shall terminate immediately and without notice in the event
of
the
termination of the Employment Agreement and the Consultant shall
have no
further entitlement to any consulting fee in the event of such
termination.
|
| 4. |
The
provisions of articles 8 to 13 of the Employment Agreement shall
apply
mutatis
mutandis to
the present Consulting Agreement.
|
IN
WITNESS WHEREOF this
Agreement has been executed by the parties hereto
on the
date first written above.
| 914343250 QUEBEC INC. | ||
| |
|
|
| Per: | /s/ XXX XXXXXXXXXXX | |
|
XXX XXXXXXXXXXX |
||
| |
|
|
| By: | /s/ XXX XXXXXXXXXXX | |
|
XXX XXXXXXXXXXX on behalf of the Consultant |
||
