CONSULTING AGREEMENT
THIS CONSULTING AGREEMENT dated as of this 1st day of January, 1999, is
entered into by and between Enter Tech Corporation, (the "Company") a Nevada
corporation and Xxx Xxxxxxx ("Consultant") an individual.
Whereas, the Company desires to retain Consultant and Consultant has consented
to provide personal consulting services for the Company, specifically for
assistance in developing revenues through QuickGold Joint Ventures.
NOW, THEREFORE, the Company and Consultant agree to the following terms and
conditions of Agreement.
AGREEMENT
1. RETENTION. Beginning on the Effective Date, which is the 5th of
January, 1999, the Company will retain Consultant, and Consultant will accept
retention by the Company, as a consultant reporting to the Company's Senior
Consultant, in accordance with the terms of this Agreement.
2. Duties
2.1 Consultant's primary duties will be to build the revenues of
the Company, which will include strategic planning, sales coordination,
assistance in building sales management, marketing, promotion, and such
reasonable other duties as may be required.
2.2 Consultant will assist the Company management in the
development of the QuickGold 2000 promotion.
3. Time Obligations. Consultant will devote approximately 100% of his
normal working month to his duties hereunder. Consultant will devote his best
efforts to the Company's business as outlined above.
4. Compensation. For all services rendered by Consultant under this
Agreement, the Company has and will compensate Consultant as follows from the
Effective Date.
4.1 The Company will compensate Consultant $5,000.00 monthly.
4.2 Consultant be paid for all expenses for reasonable business
related travel, entertainment and other expenses.
4.3 Consultant will participate in a commission and stock option
plan when available.
5. Term and Condition.
5.1 Unless otherwise terminated as provided in Section 5, this
Agreement has an option for renewal for an additional two year period on
December 31, 2001.
5.2 [sic Ninty] days prior to the [sic experation] of this
agreement, the Consultant will notify the company in writing his intentions to
extend this agreement for an additional two years.
5.3 Consultant shall be entitled to compensation earned through
the date of termination.
6. Cause and breach.
6.1 Where reference is made in this Agreement to termination being
by the Company with or without cause, "cause" shall mean cause given by
Consultant to the Company and is limited to the following:
7. Notice. All notices and requests in connection with this Agreement
shall be in writing and may be given by personal delivery, registered or
certified mail, return receipt requested, telegram or any other customary means
of communications addressed as follows.
Consultant: Xxx Xxxxxxx Company: Enter Tech Corporation
000 Xxxxxxxx Xx. 000 X. 0xx Xx.
Xxxxxxxxx, XX 00000 Xxxxxxxx, XX 00000
8. Assignment. The rights of either party shall not be assigned or
transferred either voluntarily or by operation of law without the other party's
written consent, nor shall the duties of either party be delegated in whole or
in part either voluntarily or by operation of law without the other party's
written consent. Any unauthorized assignment, transfer or delegation shall be of
no force or effect.
9. Miscellaneous.
9.1 Waiver. No waiver of any of the provisions of this Agreement
shall be valid unless in writing, signed by the party against whom such waiver
is sought to be enforced, nor shall failure to enforce any right hereunder
constitute a continuing waiver of these same or a waiver of any other right
hereunder.
9.2 Amendments. All amendments of this Agreement shall be made in
writing, signed by the parties, and no oral amendment shall be binding on the
parties.
9.3 Relationship of Parties. Consultant is an independent
contractor and not an employee of the Company and agrees to comply with federal
and state tax and social security
2
legislation as applicable to such independent contractors. Consultant has no
authority to bind the Company or incur any obligation on behalf of the Company.
9.4 Integration. This Agreement constitutes the entire agreement
between the parties relating to the subject matter hereto and supersedes and
cancels any other prior agreements and understandings of the parties in
connection with such subject matter.
9.5 Severability. The unenforceability or invalidity of any
provision or provisions of this Agreement shall not render any other provision
or provisions hereof for any reason be excessively broad as to duration, scope,
activity or subject, it shall be construed by reducing such provisions, so as to
be enforceable to the extent compatible with applicable law.
9.6 Headings. The headings or titles in this Agreement are for the
purpose of reference only and shall not in any way affect the interpretation or
construction of this Agreement.
9.7 Governing Law. This Agreement will be governed by the laws of
the State of Colorado, applicable to agreements between Colorado residents to be
performed where the Company has need within the United States of America.
9.8 Attorneys' Fees. In the event of litigation to enforce this
Agreement, the prevailing party will be entitled to recover its reasonable
attorneys' fees as determined by the court.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
day and year first written above.
Company: Enter Tech Corporation
BY: /s/ X.X. Xxxxx Director
---------------------------
CONSULTANT:
BY: /s/ X. Xxxxxxx
---------------------------
3
