Exhibit 10.10
March 23, 2005
TAG Entertainment Corp.
0000 Xxxxx Xxxxx Xxxxxx Xxxx., 0xx Xxxxx
Xxxxxxx Xxxxx, XX 00000
RE: CONSULTING AGREEMENT BETWEEN TAG ENTERTAINMENT, INC.
AND XXXXX VON VECHREY
DATED OCTOBER 1, 2004 ("AGREEMENT")
Pursuant to the terms of this letter, Xxxxx Xxxxxx (the "Guarantor"), for
good and valuable consideration, and any debtor-in-possession or trustee in
bankruptcy which succeeds to the interest of Guarantor, does hereby
unconditionally guarantee to TAG Entertainment Corp., TAG Entertainment Inc. and
their successors and assigns (collectively, "TAG") the full and prompt payment,
on demand, in lawful money of the United States of America, shares of common
stock of TAG Entertainment Corp. now or hereafter beneficially owned by
Guarantor, or otherwise, of any and all amounts payable by TAG to Xx. Xxxxx Von
Vechrey pursuant to the Agreement referenced above. Guarantor agrees that in the
event Mr. Vechrey would have any claim against TAG for any amounts under the
Agreement, Guarantor will pay to TAG or Mr. Vechrey, as Guarantor is directed by
TAG, upon demand, the entire amount of the amounts due to Mr. Vechrey under the
Agreement without any obligation on the part of TAG to endeavor to first pay
such amounts to Mr. Vechrey.
This guaranty is and is intended to be a continuing guaranty of payment and
performance independent of and in addition any other guaranty, endorsement,
collateral or other agreement held by TAG therefor or with respect thereto,
whether or not furnished by Guarantor. Guarantor shall have no right of
subrogation with respect to any payments made by Guarantor hereunder until all
indebtednesss outstanding, or contracted or committed for (whether or not
outstanding), are paid in full. This guaranty is absolute and unconditional and
shall not be changed or affected by any representation, oral agreement, act or
thing whatsoever, except as herein provided. This guaranty shall be an open and
continuous one and shall continue in full force and effect until the termination
of the relationship between Mr. Vechrey and TAG as represented by the Agreement
and the satisfaction by TAG (or waiver of such performance by Mr. Vechrey) of
any obligations for payment thereunder to Mr. Vechrey.
Very Truly Yours,
/s/ Xxxxx Xxxxxx
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Xxxxx Xxxxxx
