EXHIBIT 10.21
AGREEMENT FOR FINDER'S FEE
It is agreed that Xcel Associates, Inc., a New Jersey Corporation,
herein referred to ("XAI") is appointed effective June 1, 2000, as a finder for
a period of six (6) months by Xx. Xxxxx Xxxxxxxx and One Source Technology, Inc.
Should XAI introduce a Company, individual investor or any prospect for business
investment or combination, and you or your nominee, or any affiliated company or
person acting on behalf of you or your nominee, directly or indirectly, wish to
negotiate with said prospect and ultimately, a legal binding transaction is
effected with the prospect, either by debt or equity investment, acquisition,
consolidation, merger, purchase of assets or through any form or union with said
prospect within twenty-four (24) months from the date of our submission, your
nominee, or any affiliated company or person acting on your behalf by virtue of
this Agreement recognizes XAI as the Finder of Record, " acknowledged hereby
that XAI is deemed a "Partyu-in- interest" to the proposed transaction(s) and is
further deemed to be a principal party to any closing or series of closings
required to fully effect the transaction(s) contemplated hereby and will protect
XAI's position with respect to our finder's Fee, as listed in Fee Schedule
below. This fee is to be paid to XAI at the time of said closing(s), or as
mutually agreed by Certified or Bank Check only, calculated on the total value
of the transaction(s) on the basis of the Fee Schedule as herein below
described.
FEE SCHEDULE
5% on the value of each transaction of $1,000,000; plus
4% on the second $1,000,000; plus
3% on the third $1,000,000; plus
2% on the fourth $1,000,000; plus
1% on the value of each transaction in the excess of $5,000,000.
For example, a 5% fee would be paid on the first million dollars
obtained a 4% fee would be paid on the second million dollars, a 3% fee would be
paid on the third million dollars, a 2% fee would be paid on the fourth million
dollars and a 1% fee would be paid on all additional monies raised.
Consideration is defined as all cash, payments in stock, options, fees,
notes, leases or other evidences of indebtedness. It is intended to include the
total value of any investment, dent or equity, earn out, or consulting
agreements, covenants, assets, standby facilities or instruments of credit of
any kind to be given or committed to be given in connection with the prospective
transaction(s) contemplated herein, and/or assumption of debt. XAI's fee shall
be based upon all of the foregoing.
XAI, at its option, may elect to obtain all or part as mutually agreed
of its fee in shares of stock of the company in lieu of cash. The stock shall be
valued at eighty percent (80%) of its most recent bid price for the purpose of
conversion to its cash value in this transaction.
This Agreement shall be binding upon the parties hereto, their heirs, estates,
successors and assigns.
IN WITNESS WHEREOF, the undersigned have signed this Agreement as of the date
and year first above written.
ONESOURCE TECHNOLOGIES, INC.
By: /s/ Xxxxx Xxxxxxxx
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Xx. Xxxxx Xxxxxxxx President
XCEL ASSOCIATES, INC.
By: /s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx, President
