Exhibit 10(i)
AGREEMENT
This Agreement is made and entered into this 2nd day of February, 2000 between
Asyst Corporation (hereinafter "Asyst") and Xxxxxxx Xxxxxxxx (hereafter
"Xxxxxxxx").
WHEREAS, Asyst is an inactive Utah business corporation with minimal net
worth, no active business operations and no income from operations; and
WHEREAS, though it is inactive, Asyst is presently incurring, and will
continue to incur limited operating expenses, including but not limited to
legal, accounting and auditing expenses, corporation taxes and other
miscellaneous items; and
WHEREAS, Xxxxxxxx is the owner of 250,000 common shares of Asyst constituting
approximately 29% of the outstanding common shares of Asyst; and
WHEREAS, the aforesaid shares were awarded to Xxxxxxxx pursuant to a Written
Employee Benefit Plan as consideration for his services in resolving remaining
issues arising from the prior business operations of the Company, assisting in
bringing the Company's filings current with die State of Utah, retaining and
compensating lawyers and accountants to make certain filings with the
Securities and Exchange Commission for the purpose of subjecting Asyst to the
reporting requirements of Section 13 or Section 15(d) of the Securities
Exchange Act of 1934; and
WHEREAS, in order to address concerns expressed by Asyst's auditors regarding
the ability of Asyst to continue as a going concern, the parties hereto desire
to enter into an agreement to Insure the ability of Asyst to pay and discharge
its ongoing operating expenses as they are incurred:
NOW, THEREFORE, in consideration of the mutual representations and covenants
recited herein and the terms and conditions of that certain Written Employee
Benefit Plan previously entered into by the parties, the parties mutually
agree as follows:
1. Xxxxxxx Xxxxxxxx hereby undertakes and agrees to pay and discharge all
operating expenses of Asyst Corporation required in order to permit it to pay
fees due and owing to the State of Utah, Audit, accounting and Legal expenses,
and any other minimal required operating expenses for the period beginning
January 1, 2000 and ending June 30,2002. The expenses which Xxxxxxxx will
discharge, include but are not limited to the following:
a. State corporation and franchise taxes; and
b. Expenses necessary to maintain adequate business accounts of Asyst to
be reported on a quarterly and annual basis; and
c. Fees incurred in connection with engaging an auditor to audit the
financial affairs of Asyst on an annual basis; and
d. Attorneys' fees incurred in connection with filing a registration
statement on SEC Form 1O-SB and such amendments thereto as may be
required to bring such statement effective; and
e. Such other ongoing business expenses as may required to bring and keep
Asyst Corporation current with the State of Utah and otherwise place
it in a posture to resume active business operations.
2. Xxxxxxxx undertakes to pay the foregoing expenses as further consideration
for that certain Compensatory Benefit Agreement entered into by the parties
hereto on April 30,1999.
ASYST CORPORATION
/s/Xxx Ha11
President
/s/Xxxxxxx Xxxxxxxx
