COMPENSATION AGREEMENT
EXHIBIT
10.1
This
Compensation Agreement is dated as of May 3, 2007 among U.S.
Energy Initiatives Corporation,
a
Georgia corporation (the “Company”), and Xxxxxx Xxxxxx
(“Consultant”).
WHEREAS,
the Company has requested the Consultant to provide the Company with legal
services in connection with their business, and the Consultant has agreed to
provide the Company with such legal services; and
WHEREAS,
the Company wishes to compensate the Consultant with shares of its common stock
for such services rendered;
NOW
THEREFORE, in consideration of the mutual covenants hereinafter stated, it
is
agreed as follows:
1. The
Company will issue up to 1,136,364 shares of the Company’s common stock, par
value $.001 per share, to the Consultant immediately following the filing of
a
registration statement on Form S-8 with the Securities and Exchange Commission
registering such shares, as set forth in Section 2 below. The shares to be
issued shall represent consideration for legal services performed and to be
performed by the Consultant on behalf of the Company.
2. The
above
compensation shall be registered using a Form S-8. The Company shall file such
Form S-8 with the Securities and Exchange Commission within five business days
of the execution of this agreement.
IN
WITNESS WHEREOF, this Compensation Agreement has been executed by the Parties
as
of the date first above written.
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| By: | /s/ XXXXXX XXXXXX | |
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Xxxxxx Xxxxxx |
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U.S.
ENERGY INITIATIVES CORPORATION
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| By: | /s/ Xxxx Xxxxxx | |
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By: Xxxx Xxxxxx |
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Chief
Executive Officer
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