EXHIBIT 4.2
AMENDMENT TO CONSULTING AGREEMENT
This AMENDMENT TO CONSULTING AGREEMENT (this "Agreement") dated as of May
15, 2000, effective as of April 7, 2000, by and between Xxxxxxxxxxxx.xxx, Inc.
(the "Company"), a Nevada corporation, and Xxxxx X. Xxxxxx (Consultant), a
British Columbia resident.
RECITALS
WHEREAS, the Company and Doutaz desire to amend their Consulting Agreement
dated April 1, 1999;
NOW, THEREFORE, in consideration of the promises, the mutual agreements
herein set forth and other good and valuable consideration, the receipt and
adequacy of which are hereby acknowledged, the parties agree as follows:
AGREEMENT
The Consulting Agreement dated April 1, 1999 is hereby amended in relevant
part to read as follows:
3.6. Expiration and Termination: Options shall expire on August 7, 2000.
If Consultant shall die before August 7, 2000, Options held by the
Consultant shall be exercisable only by the person or persons to whom such
Consultant's rights under such Options shall pass by the Consultant's will
or by the laws of descent and distribution of the state or county of the
Consultant's domicile at the time of death.
3.8 Exercise of Options. The Options shall be exercisable, in whole or in
part, until August 7, 2000, provided, however, if the Consultant is
subject to the reporting and liability provisions of Section 16 of the
Securities Exchange Act of 1934 (the "Exchange Act") with respect to
the common shares, he shall be precluded from selling or transferring
any common shares or other security underlying an Option during the
six (6) months immediately following the grant of that Option. If less
than all of the Common Shares included in the Options are purchased,
the remainder may be purchased at any subsequent time prior to the
expiration of the Option term. Only whole Common Shares may be issued
pursuant to the Options, and to the extent that the Options cover less
than one (1) Common Share, they are unexercisable.
Each exercise of the Option shall be by means of delivery of a
notice of election to exercise (which may be in the form attached
hereto as Exhibit A) to the Company at its principal executive
office, specifying the number of common shares to be purchased
and accompanied by payment in cash by certified check or
cashier's check in the amount of the full exercise price for the
Common Shares to be purchased. During the lifetime of the
Consultant, the Options are exercisable only by the Consultant.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
set forth in the first paragraph.
XXXXXXXXXXXX.XXX, INC. THE CONSULTANT
By: /s/ Xxxxxx X. Xxxxxx By: /s/ Xxxxx X. Xxxxxx
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By: Xxxxxx X. Xxxxxx By: Xx. Xxxxx X. Xxxxxx
Its: President
