[LETTERHEAD]
March 22, 2000
MR. XXXXX XXXXXXX
TELECOM WIRELESS CORP.
0000 XXX XXXX., XXXXX 0000
XXXXXXXXX, XX 00000
000-000-0000
RE: OPTION/CONSULTING AGREEMENT FOR TELECOM WIRELESS CORP. (OTC BB: NOYR)
On behalf of The Wall Street Trading Group, Inc. ("WSTG"), I submit the
following proposal to you whereby WSTG will:
1. Utilize a proprietary network of contacts in the financial community in
an attempt to broaden the institutional investor base and increase public
awareness of Telecom Wireless Corp. (OTC BB: NOYR), thereby potentially
enhancing share value and stock liquidity.
As compensation, Telecom Wireless Corp. (OTC BB: NOYR) xxxxxx agrees to the
following:
1. Immediately assign to WSTG an option to purchase two hundred fifty
thousand (250,000) free trading shares of NOYR stock at 6 1/2 per share.
Option will expire on March 21, 2001 (Option Expiration Date).
2. Immediately assign to WSTG an option to purchase two hundred fifty
thousand (250,000) free trading shares of NOYR stock at 7 1/2 per share.
Option will expire on March 21, 2001 (Option Expiration Date).
3. Immediately assign to WSTG an option to purchase two hundred fifty
thousand (250,000) free trading shares of NOYR stock at 8 1/2 per share.
Option will expire on March 21, 2001 (Option Expiration Date).
4. Immediately assign to WSTG an option to purchase two hundred fifty
thousand (250,000) free trading shares of NOYR stock at 9 1/2 per share.
Option will expire on March 21, 2001 (Option Expiration Date).
All controversies, causes of action, and equitable claims arising out of or
relating to this letter of understanding, or the business dealings between
the parties, shall be resolved by binding arbitration in San Francisco,
California, through any professional arbitration/mediation organization,
i.e., American Arbitration Association, JAMS, etc., in accordance with their
rules for resolving commercial disputes. Judgment upon any reward rendered
by the arbitrator(s) may be entered in any court having jurisdiction over the
parties. The parties authorize arbitrator(s) to grant equitable relief as
well as monetary damages. The prevailing party, as determined by the
arbitrator(s), shall be entitled to recover from the other party all costs
and expenses (including reasonable attorney's fees) incurred in connection
with the arbitration. All awards rendered in the arbitration shall be final,
binding, and non-appealable.
Both parties have read, fully understand, and agree to the contract above.
/s/ Xxxxx X. Xxxxxxx 3/22/00
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Xxxxx X. Xxxxxxx, President Date
Wall Street Trading Group
/s/ Xxxxx Xxxxxxx 3/22/00
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Xxxxx Xxxxxxx, Duly Authorized Date
Telecom Wireless Corp.