AMENDMENT NO. 1 TO CONSULTING AGREEMENT
This Amendment Consulting Agreement (this "Amendment"), is made effective
as of August 12, 2004, by and between Rapidtron, Inc., a Nevada corporation (the
"Company"), and Xxxx Xxxxx Financial Consulting Services ("Consultant"), in
connection with that certain Consulting Agreement, dated effective as of January
1, 2004 (the "Master Agreement"):
FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of which
is hereby acknowledged, the parties agree as follows:
1. Extension of Filing S-8 Registration. The Company and Consultant agree
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that Section 3 of the master Agreement is hereby amended to extend the date by
which the Company has to undertake to file a registration statement on From S-8
until October 29, 2004.
2. Waiver. Consultant hereby waives any claim Consultant may have for
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breach of contract or otherwise related to the Company's failure to file the
registration statement on Form S-8 prior to October 29, 2004.
3. Non-Impairment. Except as expressly modified herein, the Master
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Agreement shall continue in full force and effect, and the parties hereby ratify
and reaffirm the Master Agreement as modified herein.
4. Defined Terms. All capitalized terms used in this Amendment and not
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otherwise defined herein shall have the meaning given to such terms in the
Master Agreement.
5. Inconsistencies. In the event of any inconsistency, ambiguity or
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conflict between the terms and provisions of this Amendment and the terms and
provisions of the Master Agreement, the terms and provisions of this Amendment
shall control.
6. Counterparts. This Amendment may be executed in any number of
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counterparts, each of which when executed will be deemed an original and all of
which, taken together, will be deemed to be one and the same instrument.
IN WITNESS WHEREOF, the parties have executed this Amendment as of the date
first written above.
RAPIDTRON, INC.,
a Nevada corporation
By: /s/ Xxxx Xxxxx
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Xxxx Xxxxx, President
/s/ Xxxx Xxxxx
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XXXX XXXXX, an individual, d/b/a
Xxxx Xxxxx Financial Consulting Services
