EXHIBIT 99.15
WRITTEN COMPENSATION AGREEMENT-XXXXXX XXXXXX
COMPENSATION AGREEMENT
Agreement made as of the 21 day of November, 1996 by and between
Worldcomm Systems Inc., a Delaware corporation (the "Corporation"), and Xxxxxx
Xxxxxx ("Holder").
W I T N E S S E T H
WHEREAS, in consideration for services performed by Holder, the
Corporation granted Holder a common stock purchase warrant on November 21, 1996,
to purchase 5,000 shares of the Corporation's Common Stock (the "Warrant") upon
the terms and conditions set forth in the documentation evidencing such Warrant.
NOW, THEREFORE, in consideration of the above premises, the parties
hereto agree as follows:
1. The Corporation and Holder acknowledge and agree that the Warrant is
granted solely as compensation for services rendered the Corporation by Holder
and not for any capital-raising purposes or in connection with any
capital-raising activities.
2. This agreement is intended solely to memorialize the agreement and
understanding which exists between Holder and the Corporation concerning the
grant of the Warrant. Nothing herein or in the documentation evidencing the
Warrant is intended to provide Holder with the right to remain in the
Corporation's service for any specific period, and Holder's services may be
terminated at any time by the Corporation, for any reason, with or without
cause.
IN WITNESS WHEREOF, the parties hereto have executed this agreement as
of the date first above written.
WORLDCOMM SYSTEMS INC.
BY: /S/ XXXXXXX X. XXXXXX
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XXXXXXX X. XXXXXX, PRESIDENT
HOLDER
/s/ Xxxxxx Xxxxxx
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Xxxxxx Xxxxxx