CONSULTING AGREEMENT
CONSULTING AGREEMENT dated as of January 31, 2000 between ADVANCED
COMMUNICATIONS TECHNOLOGIES, INC., a Florida corporation, ("ADVC"), on the one
hand, and M. XXXXXXX XXXXXX ("Xxxxxx" or "Consultant"), on the other hand.
WHEREAS:
A. Consultant has agreed to render consulting services with regard to
the negotiation and completion of a stock exchange between ADVC and the sole
shareholder of Smart Xxxxxxxxxx.xxx, Inc., a Nevada corporation (the "SICI
Shareholder").
B. In the event ADVC is able to complete the Stock Exchange with the
SICI Shareholder, ADVC wishes to compensate Consultant for his consulting
services.
NOW THEREFORE, it is agreed:
1. Cash Compensation. ADVC shall pay by bank wire to Consultant a
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consulting fee of $50,000.00 immediately upon the execution of a stock exchange
agreement with the SICI Shareholder. In addition, ADVC shall deliver to
Consultant an aggregate of 20,000 freely tradeable shares of common stock of
ADVC.
2. Stock Compensation. ADVC shall pay and cause to be issued to
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Consultant, or his assigns, a consulting fee of 400,000 shares of common stock
of ADVC (the "Shares") immediately upon the execution of a stock exchange
agreement with the SICI Shareholder. Such shares shall be subject to
registration by ADVC on Form S-8, at ADVC's sole expense, within 15 days of ADVC
closing on the stock exchange agreement with the SICI Shareholder.
3. Miscellaneous. This Agreement (i) shall be governed by the laws of
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the State of California; (ii) may be executed in counterparts each of which
shall constitute an original; (iii) shall be binding upon the successors,
representatives, agents, officers and directors of the parties; and (iv) may not
be modified or changed except in a writing signed by all parties.
This Consulting Agreement has been executed as of the date first above
written.
ADVANCED COMMUNICATIONS TECHNOLOGIES, INC.
/S/Xxxxx Xxx
By: Xxxxx Xxx, Chief Executive Officer and President
CONSULTANT
/s/ M. Xxxxxxx Xxxxxx
M. Xxxxxxx Xxxxxx