Exhibit 10.30
Mr. Xxxxxxx Xxxx
Xx. Xxx Xxxxxxxxx
American Champion Entertainment.
0000 Xxx Xxxxxxx, Xxxxx 000
Xxx Xxxx, XX 00000
CONTRACT FOR CONSULTING SERVICES
This contract is made as of November 24, 1998 between AMERICAN CHAMPION
ENTERTAINMENT, mailing address is 0000 Xxx Xxxxxxx, Xxxxx 000, Xxx Xxxx,
Xxxxxxxxxx, 00000, hereinafter referred to as "Client", and TRADEMARK
MANAGEMENT (Xxx X. Xxxxxxxx), mailing address is 0 Xxxxxxxx Xxxxx, Xxxxxx, XX
00000, hereinafter referred to as "Consultant".
1. DESCRIPTION OF WORK
Consultant agrees to provide International Agent Management, Executive
Licensing Services, License development and Licensee Consulting Services to
Client.
2. COMPENSATION TO CONSULTANT
Client shall pay Consultant as consideration for aforementioned services the
sum of $3500.00 per month (payable to Xxx X. Xxxxxxxx) for the term of one
year through November 30, 1999. Both Client and Consultant may cancel this
agreement provided either party give a sixty day written notice. Client will
remain obligated to compensate Consultant for their full commission for any
agreements initiated and executed during the term.
Any expenses related to travel, client entertainment, telephone, faxing, in
accordance with services being performed in this agreement, shall be discussed
with Client in advance, and payable by Client upon receipt of invoice from
Consultant.
3. COMMISSION
In addition to Consultant's monthly retainer described in paragraph 2, Client
agrees to compensate Consultant with a Ten Percent (10%) gross domestic
commission and net international agents fees for all agreements executed. This
percentage shall be paid to the Consultant throughout the term and any
extensions of these licensee agreements. Payment is due to consultant fifteen
days after receipt by client of the quarterly royalty reports from
manufacturers and agents. Client shall provide Trademark Management with copies
of the quarterly reports from licensees and agents along with a detailed
statement.
Payments for consultation services are due upon receipt of the monthly billing
at the beginning of each calendar month. If the Client fails to pay Consultant
according to the payment schedule set forth above, Consultant may, upon five
days written notice to Client, suspend performance of services under this
contract. Unless Consultant receives payment in full within ten days of the
date of the notice, Consultant may stop all further services without further
notice. In such, Consultant shall not be liable for any canceled agreements or
damages caused to Client. Unpaid balances to Consultant shall accrue interest
at 18% per month.
4. ARBITRATION
Any controversy or claim arising out of, or relating to, this contract or the
making, performance, or interpretation of this Contract, the amount of which
exceeds the jurisdictional limits for small claims action under California
law, shall be settled by arbitration.
5. MISCELLANEOUS PROVISIONS
(A) This document represents the entire and integrated agreement between
Client and Consultant and supersedes all prior negotiations, representations
or agreements, either in writing or oral. This contract may be amended only
through written agreement by both parties.
(B) This Contract shall be governed by the laws of the State of California.
This shall lie for any litigation arising out of the Contract.
(C) This Contract is binding on Client and Consultant as well as their
partners, successors, and assigns. However, this contract may not be assigned
by either party without prior written consent of the other party.
(D) Consultant is not responsible for any actions taken by associates,
agents or manufacturers Consultant may introduce to Client and Client may
engage agreements with. Consultant has provided Client with projections and
objectives, these are not guaranteed by Consultant and are solely dependent on
what the industry will bear.
(E) In the event the services of this agreement are terminated by Client
prior to completion of the term of this agreement, Client shall be
responsible to compensate Consultant for services through the term of this
agreement.
(F) All documents provided to Client and Consultant are confidential and
legally privileged only for the use of the individual or entity named on the
document. Any dissemination, distribution or copying of these documents is
strictly prohibited.
(G) If any lawsuit or arbitration is brought to enforce or interpret the
provisions of this agreement, the prevailing party will be entitled to
reasonable attorney's fees, in addition to any other relief to which that
party may be entitled.
Client
Date: 11-25-98 /s/ Xxxxxxx X. Xxxx
Xxxxxxx X. Xxxx / CEO
American Champion Entertainment, Inc.
Consultant
Date: 11-25-98 /s/ Xxx Xxxxxxxx
Xxx Xxxxxxxx / Principal
Trademark Management
ADDENDUM
This will serve as an addendum to the agreement between American Champion
Entertainment ("Client") and Trademark Management ("Consultant") dated
November 24, 1998. All other terms and conditions will remain the same.
2. COMPENSATION
Client agrees to review Consultant compensation for an increase of the monthly
retainer to $4000.00 per month after the initial ninety day period from date
of execution of the aforementioned November 24, 1998 agreement.
3. COMMISSIONS
(A) Consultant shall receive a 5% gross commission rate for the Toy Island
and Timeless Toys agreements.
(B) In the event either party elects to terminate the agreement the
consultant is entitled to the following commission Schedule:
Full commission of 10% gross for the months 1-12 after termination of agreement
for all contracts other than the Timeless Toys and Toy Island contracts which
the commission is 5%.
Half commission of 5% gross for months 13-24 for all agreements other than the
Timeless Toys and Toy Island agreements which the commission shall be 2.5%.
Date: 11-25-98 /s/ Xxxxxxx X. Xxxx
Xxxxxxx X. Xxxx / CEO
American Champion Entertainment, Inc.
Date: 11-25-98 /s/ Xxx Xxxxxxxx
Xxx Xxxxxxxx / Principal
Trademark Management
