Exhibit 10.20
Soltech, Inc. Phone: 000-000-0000
0000 Xxxxxxxxxx Xxxxx Fax: 000-000-0000
Xxxxxxxx, XX 00000 Mail: xxxx@xxxxxxxxxx.xxx
INDEPENDENT CLIENT SERVICE AGREEMENT
This Agreement is made and entered into by and between Soltech, Inc. (dba
Wasteline Performance Corporation in California), 0000-X Xxxxxxxxxx
Xxxxx, Xxxxxxxx, XX 00000 (hereinafter "Contractor") and UNIVERSAL
BROADBAND COMMUNICATIONS, (hereinafter "Client") with principal offices
at 00000 Xxx Xxxxxx Xxxxxx, 00xx Xxxxx, Xxxxxx, XX, 00000 telephone
number 000.000.0000.
Whereas, Contractor declares it is engaged in an independent business,
and has complied with all federal, state and local laws regarding
business permits, insurances and licenses of any kind that may be
required to carry out said business and the tasks to be performed under
this Agreement. Contractor also declares that it has and does provide
similar product or services to other Clients in addition to contract
services provided to Client.
Whereas, Client operates a legitimate business and desires to arrange for
the services of Contractor as set forth herein.
THEREFORE, IN CONSIDERATION OF THE FOREGOING REPRESENTATIONS AND THE
FOLLOWING TERMS AND CONDITIONS, THE PARTIES AGREE :
1. SERVICES TO BE PERFORMED. Client engages Contractor and
Contractor agrees to : _________See Exhibit "A" _________________________
_________________________________________________________________________
________________________________________________________________________
2. TERMS OF PAYMENT. Client shall pay Contractor for the above
described services, as the same are reasonably and acceptably provided
and within 10 days after receipt of a detailed invoice or billing
therefore. Payments are to be made, costs and fees to be reimbursed and
prices to be charged as follows until otherwise agreed in writing :
_________100,000 common shares of Client with registration rights_______
__________________Valuation of $.50/share ______________________________
________________________________________________________________________
3. EXPENSE REIMBURSEMENT. Client shall reimburse Contractor and
make payment for requested or necessary pre-approved travel and expenses
from Contractor's office. Any such charges or requests for reimbursement
for these agreed charges shall be invoiced and may be paid separately by
Contractor or by two-party check, either to Contractor or to the
independent supplier for which reimbursement is sought.
4. CONTROL. Contractor retains the sole and exclusive right to
control or direct the manner or means by which the work described herein
is to be performed. Client retains only the right to control the end
product or quality of service delivered to insure its conformity with
Client specifications and the provisions herein.
5. PAYROLL OR EMPLOYMENT TAXES. No payroll, income withholding or
employment taxes of any kind shall be withheld or paid by Client with
respect to payments to
Contractor. The taxes that are the subject of this paragraph include but
are not limited to FICA, FUTA, federal personal income tax, state
personal income tax, state disability insurance tax, and state
unemployment insurance tax. Contractor represents and covenants that it
has and will file and pay all such payroll, self employment, employment,
worker's compensation, withholding and other taxes and reports as the
same might be legally due and payable to all applicable state and federal
authorities. The Contractor will not be treated as an employee for state
or federal tax purposes. Contractor hereby indemnifies and holds
harmless Client from any and all duty or obligation whatsoever relating
to the payment or filing for any and all such taxes, penalties and
interest. Contractor represents that its federal employer identification
number is 00-0000000.
6. WORKER'S COMPENSATION. No workers compensation insurance has
been or will be obtained by Client on account of Contractor or
Contractor's employees. Contractor shall register and comply with all
applicable worker's compensation laws in all applicable states and
Contractor releases and indemnifies Client from all liability as to
working conditions and the safety or possible injury of Contractor and
its employees.
7. TERMINATION. This Agreement covers and relates to services to be
provided through September 30, 2002.
8. The parties agree that a fasimile signature shall have the same
effect as an actual signature.
Agreed to be effective this 3rd day of September, 2002 at Carlsbad, CA.
Soltech, Inc. ("CONTRACTOR") CLIENT
/s/ Xxxxxx X. Xxxxx /s/ Xxxx Xxxxx
---------------------------- ----------------------------
Signature Signature
Xxxxxx X. Xxxxx
---------------------------- ----------------------------
Printed Name Xxxx Xxxxx
CEO
---------------------------- ----------------------------
Title CEO
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Exhibit "A"
Services To Be Performed
1. Provide business development consulting for telecom related business
including prepaid cellular, contract negotiations, and strategic
business planning.
2. Other technical and business consulting as agreed to.
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