EXHIBIT 10.9
AGREEMENT
BETWEEN:
American Benefits Group, Inc. and all its subsidiaries
(hereinafter called "Inc.")
and
Xxxxxx X. Xxxxx (hereinafter called "Xxxxx")
and
TRIKAL International Management Limited (hereinafter called "TRIKAL")
WHEREAS the parties hereto are inter-related in that Xxxxx is a Director
of both corporate entities.
AND WHEREAS it is beneficial to Inc. for Xxxxx and TRIKAL to incur expenses on
behalf of Inc. rather than have Inc. incur the expenses in it's own right.
AND WHEREAS Xxxxx and XXXXXX expect to be reimbursed for expenses of Inc.
incurred by Xxxxx and TRIKAL.
WITNESSTH THAT:
1. Until Xxxxx and XXXXXX are otherwise informed by Inc. that Xxxxx and
TRIKAL are hereby appointed agents of Inc. in all matters.
2. All expenses incurred by either Xxxxx or XXXXXX on Inc.'s behalf shall be
submitted to Inc. for approval.
3. The assigned expenses shall be re-paid to either Xxxxx or TRIKAL as the
case may be on the following terms, namely:
a) Inc. shall provide security to Xxxxx or XXXXXX;
b) The expenses paid by Xxxxx or TRIKAL shall not bear interest to
Inc.;
c) The expenses shall be paid to Xxxxx or XXXXXX on demand provided
that no demand may be made for at least one year and that payment is
not to be made for at least one year after the Demand is made.
4. This Agreement shall extend to those expenses previously incurred by
either Xxxxx or TRIKAL and approved by Inc.
5. In the event that Xxxxx and/or TRIKAL incur a debt or expense expecting
that Inc. will approve the expense then and, in the event that the expense
is not subsequently approved, Xxxxx and XXXXXX have no recourse against
Inc. and are totally responsible for the debt or expense.
Wherefore the parties have agreed to be bound by the foregone as is evidenced by
their execution hereof this 1st day of July 1997.
/s/Xxxxxx X Xxxxx /s/Xxxxx X X`Xxxxx
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Xxxxxx X. Xxxxx Witness
/s/ Xxxxxx X Xxxxx
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TRIKAL International Management Limited
/s/ Xxxxx X Xxxxxxxxxxx
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American Benefits Group, Inc.
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