CANEUM, INC. AMENDMENT NO. 1 TO CONSULTING AGREEMENT
Exhibit 10.17
CANEUM, INC.
AMENDMENT NO. 1
TO
This First Amendment (the “Amendment”), entered into this 20th day of March 2007,
is to the Consulting Agreement (“Agreement”) effective December 31, 2006, by and between Caneum,
Inc. United States (“Caneum”) and Burdock Inc., a Saint Xxxxxxx & the Grenadines company
(“Consultant”).
RECITALS:
WHEREAS, on or about January 19, 2007, the parties entered into the Agreement, the purpose of
which was to replace and supersede the prior Consulting Agreement dated effective December 31,
2006; and
WHEREAS, the parties desire to amend the Agreement as provided herein;
NOW, THEREFORE, pursuant to §15 of the Agreement, the parties hereto mutually agree to amend
the Agreement as follows:
1. Amendment to Stock Signing Bonus. Paragraph (ii) of §8.2 is hereby amended to read
as follows:
(ii) Stock. Upon execution of this Agreement by the parties hereto, Caneum
shall issue to Consultant 82,989 shares of common stock of Caneum as a sign on bonus, of
which 22,334 are hereby authorized and directed by Consultant to be issued and delivered to
Saffron Capital Merchant Partners LLC (the “Finder”) to satisfy Consultant’s obligation
under the letter agreement dated January 16, 2006, with the Finder (the “Finder’s
Agreement”); provided that prior to delivery of such shares by Caneum, Consultant and Finder
shall execute and deliver a standard investor representation form evidencing compliance with
U.S. securities laws.
2. Additional Cash Payment. Paragraph (iii) is hereby added to §8.2 to read as
follows:
(iii) Cash. Upon execution of this Agreement by the parties hereto, Caneum
shall pay to Consultant $70,000 as a sign on bonus.
3. Remainder of Agreement. Except as amended hereby, the Agreement shall continue to
be, and shall remain, in full force and effect. Except as provided herein, this Amendment shall
not be deemed (i) to be a waiver of, or consent to, or a modification or
amendment of, any other term or condition of the Agreement or (ii) to prejudice any right or
rights which Caneum may now have or may have in the future under or in connection with the
Agreement or any of the instruments or agreements referred to therein, as the same may be amended,
restated, supplemented or otherwise modified from time to time.
4. Incorporation by Reference. The terms of the Agreement are incorporated herein by
reference and shall form a part of this Amendment as if set forth herein in their entirety.
IN WITNESS WHEREOF, each of the parties hereto has executed this Agreement the respective day
and year set forth below to be effective as of the day and year first written above.
CANEUM: | CANEUM, INC. | |||
Date: April 4, 2007
|
By: | /s/ Suki Mudan | ||
Name: | Suki Mudan | |||
Title: | President | |||
CONSULTANT: | BURDOCK INC. | |||
Date: April 4, 2007
|
By: | /s/ Scapa Directors Inc. | ||
Name: | Scapa Directors Inc. | |||
Title: | Director, BURDOCK | |||
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