EXHIBIT 4.6
January 17, 2001
VIA FACSIMILE: 215.496.9109
Xx. Xxxxxxx X. Xxxxx
3 Penn Center
0000 Xxxxxx Xxxxxx, Xxxxx 000
Xxxxxxxxxxxx, XX 00000
RE: FINANCIAL CONSULTANT AGREEMENT
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Dear Xxxxxxx:
This will memorialize our agreement for you to continue acting as a
financial consultant and advisor to Call-Solutions, Inc. upon the following
terms:
1. You shall have the obligation to cause a major strategic partner to
form an alliance with Call-Solutions, Inc. (CS) to do teleservice or travel
related business activities. You agree that this strategic relationship must be
to the satisfaction of CS.
2. You agree to introduce Call-Solutions, Inc. to other contacts in
the business and finance world who may be interested in forming strategic
alliances as reasonably requested by CS.
3. Call-Solutions, Inc. agrees to pay to you a sum of its common stock
equal to two million (2,000,000) shares; one million shares immediately and
another million shares after your satisfactory completion of the above
obligations.
4. Both parties hereby indemnify and hold harmless each other against
any damage or liability which may result to one party by virtue of any acts or
omissions of the other party or which may result from the breach of any of the
provisions, covenants, warranties, express or implied, of this agreement.
5. Both parties agree to act in good faith with respect to performing
any of the obligations set forth under this agreement. Both parties agree to
use good faith, best efforts to perform the obligations set forth in this
agreement.
6. Both Parties hereby acknowledge and agree that the information which
they will receive in the course of his business dealings with one another
constitute confidential information and are the private trade secrets and
security information of the other party and others. Both Parties hereby
expressly agree not to disclose or reveal any such information which is received
directly or indirectly from one another without the other's express written
consent.
Furthermore, both Parties hereby agree not to circumvent, bypass, double
cross or otherwise side step the other with respect to contacting, entering into
agreements with or developing relationships with any parties which are directly
or indirectly revealed to either Party.
The foregoing paragraphs shall extend to all employees, associates,
affiliates, representatives, agents or partners of both parties in association
with this financing transaction.
We look forward to working with you on this deal. We also look forward to
a long and mutually beneficial association.
Please sign in the space provide for your signature below indicating your
assent all of the foregoing.
Both parties agree that signed fax copies shall serve as binding documents
until fully-executed hard copies are received.
Best personal regards,
Xxxxx Xxx Xxxxx
AGREED TO AND ACCEPTED:
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XXXXXXXX XXXXX
