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EXHIBIT 4.23
PROFESSIONAL SERVICES AGREEMENT
Between Registrant and Xxxxx & Fears
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PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT MEMORIALIZES AN AGREEMENT BETWEEN HELIONETICS, INC., WITH
ITS PLACE OF BUSINESS AT 0000 XXXXXXXXXXX XXXXXX, XXX XXXX, XXXXXXXXXX 00000
(HEREIN REFERRED TO AS "CLIENT") AND XXXXX & FEARS WITH HIS\THEIR PLACE OF
BUSINESS AT JAMBOREE IRVINE CA (HEREIN REFERRED TO AS "EMPLOYEE\CONSULTANT") AS
THROUGH THE SERVICES PERFORMED FOR THE SUIT KNOWN AS XXXXXX, XX.XX. X.
XXXX,XX.XX,USDC CASE NO. SA 94-1069 LHM (EEX). IN CONSIDERATION OF THE MUTUAL
COVENANTS CONTAINED HEREIN AND OTHER VALUABLE CONSIDERATION, THE RECEIPT AND
ADEQUACY OF WHICH IS ACKNOWLEDGED, THE PARTIES DO HEREBY AGREE AS FOLLOWS:
I. QUALIFICATION: THE EMPLOYEE HAS SPECIAL SKILL AND AND EXPERIENCE IN
CERTAIN FIELDS OF ACTIVITY IN WHICH THE CLIENT IS INTERESTED.
II. SERVICES RENDERED: CLIENT ENGAGED THE NONEXCLUSIVE SERVICES OF
EMPLOYEE IN 1995\1996 AND EMPLOYEE RENDERED SUBSTANTIAL SERVICES TO
CLIENT OVER THE SUIT MENTIONED ABOVE.
III. COMPENSATION: THE CLIENT ISSUED TO EMPLOYEE AN AMOUNT OF 50,000
RESTRICTED SHARES OF THE CLIENT'S COMMON STOCK, IN PARTIAL PAYMENT
FOR THE AFORESAID SERVICES RENDERED THROUGH THE PERIOD MENTIONED
ABOVE.
IV. ENTIRE AGREEMENT: THIS DOCUMENT REPRESENTS THE COMPLETE AGREEMENT
BETWEEN THE PARTIES AND MAY BE MODIFIED OR AMENDED ONLY BY EXECUTED
WRITTEN AGREEMENTS. THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE
WITH THE LAWS OF THE STATE OF CALIFORNIA.
IN WITNESS WHEREOF: THE PARTIES HERETO HAVE DULY EXECUTED THIS AGREEMENT AS OF
THE DAY AND YEAR NOTED ABOVE.
"CLIENT" "CONSULTANT"
HELIONETICS, INC.
BY:/s/ E. XXXXXXX XXXXXX /s/ XXXXXX X. XXXXXXXXX
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X. XXXXXXX XXXXXX XXXXXX X. XXXXXXXXX PARTNER.
Chief Executive Officer