CONSULTING AGREEMENT
This Consulting Agreement dated August 1, 2000 ("Agreement") is by and
between, XXXXXX INDUSTRIES, INC., a Nevada corporation ("Company") and G.
XXXXXXXX XXXXX, an individual ("Consultant").
W I T N E S S E T H:
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WHEREAS, Consultant desires to provide certain consulting services to
the Company; and
WHEREAS, the Company and Consultant desire to set forth in writing the
terms and conditions of their agreement;
NOW, THEREFORE, in consideration of the premises and the mutual
covenants, agreements, and considerations herein contained, the parties hereto
agree as follows:
1. Engagement. Subject to the terms and provisions of this Agreement,
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the Company hereby affirms the engagement of Consultant, as an independent
contractor, to provide consulting services.
2. Compensation. For certain services performed by Consultant for the
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Company, the Company will issue to Consultant 500,000 shares of common stock of
the Company pursuant to a S-8 Registration Statement.
3. Status Reports. At the Company's written request, Consultant shall
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prepare and submit to the Company a written status report describing the status
of any sales of the Company Common Stock sold hereby.
4. Term. The term of this Agreement shall commence on the date herein
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and shall continue at will.
5. Miscellaneous.
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(a) Assignment. All of the terms, provisions and conditions of
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this Agreement shall be binding upon and shall inure to the benefit of and be
enforceable by the parties hereto and their respective successors and permitted
assigns. This Agreement shall not be assigned or transferred by either party,
nor shall any interest herein be assigned, transferred, pledged or hypothecated
by either party without the prior written consent of the other party.
(b) Applicable Law. This Agreement shall be construed in
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accordance with and governed by the laws of the State of Texas.
(c) Entire Agreement, Amendments and Waivers. This Agreement
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constitutes the entire agreement of the parties hereto and expressly supersedes
all prior and contemporaneous understandings and commitments, whether written or
oral, with respect to the subject matter hereof. No variations, modifications,
changes or extensions of this Agreement or any other terms hereof shall be
binding upon any party hereto unless set forth in a document duly executed by
such party or an authorized agent or such party.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the day and year first written above.
XXXXXX INDUSTRIES, INC.
By: ______________________________
Xxxx X. Xxxxxx, PRESIDENT
G. XXXXXXXX XXXXX
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