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EXHIBIT 10.9
AUTOMOTIVE ONE PARTS STORES,INC.
CONSULTING AGREEMENT
,1997
Dear Xx. Xxxxxx:
This will confirm the arrangements, terms and conditions, whereby
Nutmeg Securities, Ltd., Inc.. (hereinafter referred to as "Consultant") has
been retained by you to serve as financial consultant and advisor to Audiogard
International Limited (hereinafter referred to as the "Company"), on a
nonexclusive basis for a period of 24 months commencing on the closing date of
the public offering (the "Closing"). The undersigned hereby agree to the
following terms and conditions:
1. Consulting Services. Consultant will render financial
consulting and advice pertaining to the Company's business affairs as you may
from time to time request.
2. Financing. Consultant will assist and represent you in
obtaining both short and long-term financing whether from banks or the sale of
the Company's debt or equity.
3. Wall Street Liaison. Consultant will when appropriate arrange
meetings with individuals and financial institutions in the investment community
such as security analysts, portfolio managers, and market makers and
representatives of the Company.
4. Compensation. The Company agrees to pay the Consultant in the
aggregate ,the sum of One hundred-eight thousand ($72,000) Dollars at the rate
of Three Thousand ($3,000) Dollars per month with the full amount payable at the
closing of the Offering.
5. Relationship. Nothing herein shall constitute Consultant as
employee or agent of the Company except to such extent as might hereafter be
agreed upon for a particular purpose. Except as expressly agreed, Consultants
shall not have the authority to obligate or commit the Company in any manner
whatsoever.
6. Assignment and Termination. This Agreement shall not be
assignable by any party except to successors to all or substantially all of the
business of either the Consultant or the Company nor may this Agreement be
terminated by either party for any reason whatsoever without the prior written
consent of the other party, which consent may not be arbitrarily withheld by the
party whose consent is required.
Very truly yours,
Nutmeg Securities, Ltd.
By:
Title:
Agreed and Accepted By:
Automotive One Parts Stores,Inc.
By:
X.X. Xxxxxx, III , President
