COMPENSATION AGREEMENT
EXHIBIT
10.1
This Compensation Agreement is dated as
of March 31, 2009 between Clear Skies Solar, Inc., a Delaware corporation (the
“Company”), and Xxxxxx Xxxxxx (the “Consultant”).
WHEREAS, the Company has requested the
Consultant to provide the Company with certain SEC related legal services in
connection with their business (the “’34 Act Work”) on a fixed fee basis, and
the Consultant has agreed to provide the Company with the ’34 Act Work;
and
WHEREAS, the Company wishes to
compensate the Consultant with shares of its common stock for such services
rendered in satisfaction of the monthly fixed fee;
NOW THEREFORE, in consideration of the
mutual covenants hereinafter stated, it is agreed as follows:
1. The
Company shall issue to the Consultant, as consideration for the ’34 Act Work,
$8,000 worth of the Company’s Common Stock, par value $0.001 per share, each
month for the twelve month period beginning on April 1, 2009. The
177,778 shares issued to the Consultant for April and May (the “Issued Shares”)
were based on a value of $0.09 per share. The remaining shares to be
issued shall be valued at the ten (10) day trading average closing price prior
to the first of each month and shall be delivered within ten (10) business days
following the first of each month.
2. The
Company shall register 1,177,778 shares of its common stock on a Form S-8 to
cover the 177,778 Issued Shares as well as an additional 1,000,000 shares to
cover additional issuances under this Compensation Agreement. The
registration statement shall be filed promptly following the filing of the
Company’s Annual Report on Form 10-K for the fiscal year ended December 31,
2008, but in no event later than 15 days after such filing.
IN
WITNESS WHEREOF, this Compensation Agreement has been executed by the parties as
of the date first above written.
| CONSULTANT | ||||
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/s/
Xxxxxx Xxxxxx
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Xxxxxx
Xxxxxx
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| The Company: | ||||
| CLEAR SKIES SOLAR, INC. | ||||
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/s/
Xxxx Xxxxx
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Xxxx
Xxxxx
Chief Executive officer
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