Exhibit 99.1
CONSULTING AGREEMENT
This consulting agreement is made and entered into effective the day of
1st February, 2001, by and between XXXX XXXXX ("Consultant") and GAMECOM, INC.
(the "Corporation").
I. EMPLOYMENT
It is the desire of the Corporation to engage the services of Consultant
to perform for the Corporation certain consulting services regarding financial
matters, and other services for the operations of the Corporation with
administrative offices located at Arlington, Texas.
It is the desire of Consultant to consult with the board of directors, the
officers, and the administrative staff of the Corporation, and to undertake for
the Corporation a consultation as to the direction of investment banking
functions in the management of the Corporation.
II. TERM OF EMPLOYMENT
The respective duties and obligations of the parties to this consulting
agreement shall commence on February 1, 2001, and shall continue thereafter
until terminated by either party giving 60 days' written notice to the other
party.
III. DUTIES OF CONSULTANT
Duties
Consultant shall be available to consult with the board of directors, the
officers, and the administrative staff of the Corporation at reasonable times
concerning any problem of importance concerning the business affairs of the
Corporation, provide strategic business partnering introductions and advice, and
provide marketing direction and introductions as required.
Independent Contractor
With respect to the services to be performed by Consultant under this
consulting agreement, Consultant shall be an independent contractor of the
Corporation and shall not be deemed an employee.
Advice as to Contracts
From time to time, the Corporation may deem it advisable to enter into
agreements with other firms and corporations regarding the operations of the
Corporation. With regard to these agreements, Consultant shall assist the
Corporation in the negotiation of the terms and conditions of such agreements.
However, Consultant shall have no power to bind the Corporation to any
agreement.
Engaging in Other Employment
Consultant shall be available at reasonable times for the services
provided for in this consulting agreement, but shall devote only such time to
the affairs of the Corporation as the Consultant, in his sole judgment, shall
deem necessary. Consultant may represent, perform services for, and be employed
by such additional persons or companies as the Consultant, in his sole
discretion may desire.
IV. COMPENSATION
As compensation for services rendered under this agreement, Consultant
shall be entitled to receive from the Corporation 50,000 shares of the
Corporation's restricted common stock, and 50,000 shares of the Corporation's
free-trading common stock, to be delivered to Consultant no later than February
28, 2001.
V. GENERAL
This agreement shall be construed under and in accordance with the laws of
the State of Texas, and all obligations of the parties created under the
contract are performable in Tarrant County, Texas.
The parties covenant and agree that they will execute such other and
further instruments and documents as are or may become necessary or convenient
to effectuate and carry out the obligations of the parties in accordance with
this agreement.
This agreement shall be binding upon and inure to the benefit of the
parties and their respective heirs, executors, administrators, legal
representatives, successors, and assigns where permitted by this agreement.
This agreement supersedes any prior understandings or oral agreements
between the parties respecting the subject matter contained in this agreement.
All agreements, warranties, representations, and indemnifications
contained in this agreement shall survive the closing.
This consulting agreement shall be deemed a personal services contract
with regard to the Consultant, and Consultant may not assign any or all of his
or her interest in this agreement without the written consent of the
Corporation.
EXECUTED this _____ day of __________ , 2001.
CONSULTANT:
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XXXX XXXXX
GAMECOM, INC.
by:
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L. Xxxxx Xxxxx, chief executive officer
