EXHIBIT 10.10
AMENDMENT TO BUSINESS CONSULTING AGREEMENT
AMENDMENT (the "Amendment"), dated as of May 16, 2005, to the BUSINESS
CONSULTING AGREEMENT, dated as of January 3, 2005 (the "Agreement"), by and
between Navidec Financial Services, Inc., a Colorado corporation located at 6399
S. Xxxxxxxx Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxx Xxxxxxx, Xxxxxxxx (the "Client"),
and Phoenix Alliance, Inc., a Colorado corporation located at 00 Xxxxx Xxxxx,
Xxxxxxx, Xxxxxxxx ("PR Firm").
W I T N E S S E T H :
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WHEREAS, the parties desire to amend the compensation terms provided in the
Agreement; and
WHEREAS, the parties have agreed to amend Exhibit B to the Agreement as set
forth herein;
NOW, THEREFORE, in consideration of the foregoing recitals and the
agreements and covenants set forth herein, the parties do agree as follows:
1. Amendment to Exhibit B. Pursuant to Section 14(a) of the Agreement, Exhibit B
is hereby amended so that it shall read in its entirety:
Exhibit B
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Compensation
B-1) Options. Upon execution of the Agreement, Client shall issue to PR Firm an
option to purchase 250,000 shares of Navidec Financial Services, Inc. common
stock at an exercise price of $0.05 per share exercisable until January 3, 2006
and upon execution of this Amendment, Client shall issue to PR Firm an option to
purchase an additional 250,000 shares of Navidec Financial Services, Inc. common
stock at an exercise price of $1.00 per share exercisable until January 3, 2010
(collectively, the "Options"). The Options will be vested upon issuance and may
not be cancelled even upon early termination.
B-2) One-Time Retainer. Client shall pay PR Firm a one time retainer of $12,500,
which is payable upon signing of the Agreement.
2. Continuing Effect; No Other Amendments. Except as expressly amended hereby,
all of the terms and provisions of the Agreement are and shall remain in full
force and effect. The amendment contained herein shall not constitute an
amendment of any other provision of the Agreement or for any purpose except as
expressly set forth herein.
3. Governing Law. This Amendment shall be governed and construed in accordance
with the laws of the State of Colorado, without giving effect to the principles
of conflicts of laws.
4. Counterpart/Facsimile Signatures. This Amendment may be executed in any
number of counterparts, each of which shall constitute an original as against
any party whose signature appears thereon, all of which together shall
constitute a single instrument. The Amendment shall become binding when one or
more counterparts, individually or taken together, bear the signatures of all
parties. This Amendment may be executed by facsimile signature and the facsimile
signature of any party shall constitute an original in all respects.
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Signature page to follow.]
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their duly authorized representatives as of the date first above
written.
NAVIDEC FINANCIAL SERVICES, INC.
By: /s/ Xxxxxx X. Xxxxxxx
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Name: Xxxxxx X. Xxxxxxx
Title: Chief Financial Officer
PHOENIX ALLIANCE, INC.
By: /s/ Xxxxxxx X. Xxxx
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Name: Xxxxxxx X. Xxxx
Title: President
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