EXHIBIT 10.1
PROFESSIONAL SERVICES AGREEMENT
This Agreement is made between Megalith Corporation, with its place of
business at 0000 Xxxx Xxxxx, Xxxxx Xxxxx, Xxxxx 00000 (herein referred to as
"Client") and Xxxx X. Xxxx, Esq., with his place of business c/o Law Offices of
Xxxx X. Xxxx, 0000 Xxxxxxxx Xxxxxxxxx, Xxxxx 000, Xxx Xxxxxxx, XX 00000 (herein
referred to as "Employee"), as of June 20, 1997. In consideration of the mutual
covenants contained herein and other valuable consideration, the receipt and
adequacy of which is acknowledged, the parties do hereby agree as follows:
I. QUALIFICATIONS: The Employee has special skill and experience in
certain fields of activity in which the Client is interested.
II. SERVICES RENDERED: Client engaged the nonexclusive services of
Employee for the period from January 1 through June 20, 1997, and
Employee has rendered substantial services to Client over the period
as agreed upon.
III. COMPENSATION: The Client shall grant to Employee as of the date of
this Agreement, an amount of 5,000 restricted shares of the Client's
common stock. This grant of shares is considered earned to Employee
upon the execution of this Agreement.
IV. ENTIRE AGREEMENT: This document represents the complete agreement
between the parties and may be modified or amended only by duly
executed written agreements. This Agreement shall be construed in
accordance with the laws of the State of California.
IN WITNESS WHEREOF: The parties hereto have duly executed this Agreement as of
the day and year noted above.
"Client" "Employee"
Megalith Corporation Xxxx X. Xxxx, Esq.
By: /s/ Xxxx Xxxxx By:/s/ Xxxx X. Xxxx
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Its: Chairman/CEO Xxxx X. Xxxx
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EXHIBIT 10.2
PROFESSIONAL SERVICES AGREEMENT
PLANNING AND
PUBLIC RELATIONS
[Company Logo]
ACC COMMUNICATIONS
000 X. Xxxxxxx Xxx
Xx Xxxxxxxx
Xxx Xxxxxxxx
XX
Tel 000-000-0000
Fax 000-000-0000
January 5, 1997
Xxxx Xxxxx
Chairman of the Board
Megalith Corporation
0000 Xxxx Xxxxx
Xxxx Xxxxx, Xxxxx 00000
Dear Xxxxx:
When signed by you, this letter will serve as a firm and binding agreement
between ACC Communications (ACC) and Megalith Corporation (Megalith) with
respect to the following:
* Megalith hereby retains ACC, and ACC agrees to be retained, to
counsel Megalith with respect to the advisability and structure of joint
ventures between Megalith subsidiary, Esco Elevator Corporation, and
marketing and/or manufacturing partners in other nations.
* For this service, Megalith hereby grant to ACC an option to acquire
197,760 shares of free-trading Megalith common stock at $0.50 per share,
exercisable at its discretion. Additionally, Megalith agrees to compensate
ACC with a total of 6,888 free-trading common shares of Megalith at no
cost.
/s/ Xxxx Xxxxx /s/ Xxxx X. Xxxx 1/5/97
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Xxxx Xxxxx Date Xxxx X. Xxxx Date
for Megalith Corporation for ACC Communication
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