EXHIBIT 4.15
AMENDMENT NO. 1
TO
CONSULTING SERVICES AGREEMENT
THIS FIRST AMENDMENT TO CONSULTING SERVICES AGREEMENT, dated July 13, 2005
(the "First Amendment"), is by and between Xxxxx XxXxxxx (the "Consultant"), and
Reality Wireless Networks, Inc., a Nevada corporation (the "Client").
RECITALS
A. The Consultant and the Client entered into a Consulting Services
Agreement dated June 27, 2005 a copy of which is attached hereto as Exhibit A
(the "Agreement"), pursuant to which the Consultant agreed to provide certain
consulting services to the Client.
B. Client and Consultant wish to amend Section 2 of the Agreement to
provide for additional consideration in exchange for additional consulting
services and to extend the term of the Agreement.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing, and the mutual
agreements, representations, warranties and covenants contained herein, and for
other good and valuable consideration the receipt of which is hereby
acknowledged, the parties hereto agree as follows:
A. Section 2 of the Agreement is deleted in its entirety and is hereby amended
and replaced as follows:
"2. Consideration.
Client agrees to pay Consultant, as Consultant's fee and as consideration
for services provided, 2,300,000 shares of common stock of the Client. By
amendment dated July 13, 2005, Client agrees to pay Consultant an additional
2,300,000 shares of common stock of the Client, which shares shall be registered
on Form S-8. Shares issued pursuant to this First Amendment shall be issued to
Xxxxx XxXxxxx, the natural person performing the consulting services for Client.
All shares and certificates representing such shares shall be subject to
applicable SEC, federal, state (Blue sky) and local laws and additional
restrictions set forth herein."
B. Section 6(a) of the Agreement shall be deleted in its entirety and is hereby
amended to read as follows:
"6. Termination and Renewal.
(a) Term.
This Agreement shall become effective on the date appearing next to the
signatures below and terminate twelve (12) months thereafter (the "Term").
Unless otherwise agreed upon in writing by Consultant and Client or otherwise
provided herein, any amendment to this Agreement shall automatically have the
effect of extending the Term of the Agreement until the later of one hundred
eighty (180) days following the original Term or for an additional one hundred
eighty (180) days following the date of such amendment.
EXECUTED on the date first set forth above.
CLIENT:
REALITY WIRELESS NETWORKS, INC.
By:
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Name: Xxxxx Xxxxxxx
Its: CEO
CONSULTANT:
By:
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Name: Xxxxx XxXxxxx
