Exhibit 4.2
AMENDMENT NO. 1
CONSULTING AGREEMENT
A Consulting Agreement (the "Consulting Agreement" or "Agreement") was made as
of January 20, 2002 by and between Xxxx X. Xxxx (hereinafter referred to as
"Consultant"), an individual and CarCorp USA, Inc. (hereinafter referred to as
the "Company").
WITNESSETH
WHEREAS, the Company agreed to compensate Consultant with 100,000 shares of
Company common stock; and
WHEREAS, Company wishes to compensate Consultant for efforts made pursuant to
the terms of the January 20, 2002 Agreement and to induce Consultant to extend
the term of his engagement;
NOW, THEREFORE, in consideration of the mutual covenants hereinafter stated, it
is agreed as follows:
Amendment to Section 5(a) of the January 20, 2002 Consulting Agreement:
5. COMPENSATION.
a. Consultant shall receive, within 3 days of the effectiveness of the
S-8 Registration Statement (referenced in Section 3(b)(v) above), 200,000 shares
of the Company's common stock. Said non-option shares shall be freely tradable
and shall be void of any and all encumbrances.
SIGNATURE PAGE
IN WITNESS WHEREOF, this Consulting Agreement has been executed by the Parties
as of March 20, 2002.
CarCorp USA, Inc. CONSULTANT
/s/ Xxxxxxx XxXxx /s/ Xxxx X. Xxxx
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Xxxxxxx XxXxx, Xxxx X. Xxxx
Chairman, President and CEO
