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EXHIBIT 10.6
TRAVELNSTORE, LLC
INDEPENDENT CONTRACTOR AGREEMENT
AGREEMENT, dated July 6, 1998 between TravelnStore, LLC (hereinafter "the
Corporation") and Xxxxxx X. Xxxxxx (hereinafter "the Independent Contractor").
Now, therefore, the parties hereto agree as follows:
1. EMPLOYMENT. The Corporation shall employ the Independent Contractor, and
the Independent Contractor shall serve the Corporation upon the terms and
conditions hereinafter set forth.
2. TERM AND EXTENSION. The employment of the Independent Contractor hereunder
shall commence on July 15, 1998 and shall continue to and including June
30, 1999.
3. DUTIES. During the period or periods of his employment hereunder, the
Independent Contractor shall serve the Corporation and shall perform any
and all general business consulting services required or requested in
connection with their business. Within the limitations hereinabove
provided, the Independent Contractor will render such other advisory
services in connection with the marketing services of the Corporation as
may be requested from time to time by the officers or directors of the
Corporation, without further compensation other than that for which
provision is made in this Agreement.
4. TIME REQUIREMENTS. The Independent Contractor shall devote during the
period ending June 30, 1999 not more than 20% of his entire time, energy
and skill to the duties of his employment hereunder and shall
periodically, or at any time upon the request of the Corporation, submit
data as to the time performed.
5. COMPENSATION. The Corporation shall pay to the Independent Contractor for
his services sums in the aggregate amounting to $25,000, during the period
of his employment hereunder. Such aggregate sums shall be paid upon
satisfactory completion of any public stock offering and from the proceeds
therefrom, or if no successful offering is made, at the conclusion of the
time period set forth herein.
6. INDEMNIFICATION AND HOLD HARMLESS PROVISION. The Independent Contractor
agrees hereby to indemnify and hold harmless the Corporation from any and
all claims by the Independent Contractor which may arise out of and in the
course of the performance of his duties hereunder. Any and all claims for
unemployment benefits and or claims for workers' compensation benefits are
hereby expressly waived by the within Independent Contractor who agrees to
maintain separate policies of liability, health, and accident insurance as
may be necessary or required by the Corporation in connection with the
performance of its duties herein.
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7. RELATIONSHIP BETWEEN PARTIES. The Independent Contractor is employed by
the Corporation only for the purposes and to the extent set forth in this
Agreement, and his relation to the Corporation shall, during the period or
periods of his employment and services hereunder, are that of an
independent contractor. The Independent Contractor shall be free to
dispose of such portion of his entire time, energy, and skill during
regular business hours as he is not obligated to devote hereunder to the
Corporation in such manner as he sees fit and to such persons, firms, or
corporations as he deems advisable. The Independent Contractor shall not
be considered as having an employee status or as being entitled to
participate in any plans, arrangements, or distributions by the
Corporation pertaining to or in connection with any insurance, pension,
stock, bonus, profit-sharing, or similar benefits for their regular
employees.
8. PROFESSIONAL RESPONSIBILITY. Nothing in this Agreement shall be construed
to interfere with, or otherwise affect the rendering of services by the
Independent Contractor in accordance with his independent and professional
judgment. The Independent Contractor shall perform his services in a good
and workmanlike manner and in accordance with generally accepted business
practices.
9. ENTIRE AGREEMENT. The within Agreement shall be construed in accordance
with California law and shall constitute the entire Agreement between the
parties. In witness whereof, TravelnStore has caused this Agreement to be
executed in its corporate name by its corporate officers, and Xxxxxx X.
Xxxxxx, the Independent Contractor hereunder, has set his hand and seal,
as of this day and year first above written.
/s/ XXX XXXXX /s/ XXXXXX X. XXXXXX
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Xxx Xxxxx, on behalf of Xxxxxx X. Xxxxxx
TravelnStore
