Exhibit 10 (d)
Fastraxx Las Vegas Indoor Karting LLC
Att: Xxxxxxxx Xxxx, Founding Member
0000 X. Xxxxxxx Xxxx. #000
Xxx Xxxxx, XX 00000
Re: Consulting Retainer Agreement
Research, Viability, Implementation of an Indoor Karting Facility in
Las Vegas, NV
Dear Xx. Xxxxxxxx Xxxx:
The purpose of this retainer agreement is to memorialize the arrangement that
was created on November 27, 2001, between you and our firm. Now that you have
created a formal entity, Fastraxx Las Vegas Indoor Karting LLC ("Fastraxx"), we
have agreed to create this consulting retainer agreement between Fastraxx and
IGFS Ltd. ("IGFS") for services performed to date and for future services. This
will confirm our consulting retainer agreement whereby Fastraxx has hired IGFS
to perform all necessary services required to establish an indoor karting
facility in Las Vegas, NV, starting with the idea and continuing through the
research, due diligence, fund raising, building or lease acquisition and ending
with the opening of the facility. Based on the understanding that FasTraxx is
not yet capitalized, IGFS has agreed to accept a monthly consulting retainer
amount of $30,000 all inclusive to be accrued each month from November 27, 2001,
and continuing indefinitely until a Fastraxx facility opens in Las Vegas, NV.
Upon Fastraxx receiving adequate funding, Xxxxxxxx agrees to pay all amounts in
arrears and to continue paying the consulting retainer on a current basis. It is
understood that this monthly consulting retainer includes all services and
expenses and no substantiation of costs, time, etc., shall be provided. However,
please be assured that all necessary energy and expenses will be made on behalf
of this project by IGFS.
In return for IGFS' efforts on Fastraxx' behalf, in addition to the monthly
consulting retainer fee to be earned by IGFS, IGFS or its nominee shall also
receive 4.9% ownership in either Fastraxx or any public company that Fastraxx
merges into or is acquired by prior to the opening of the Las Vegas facility.
Please acknowledge your agreement with this formal consulting retainer agreement
by signing appropriately below.
Sincerely,
For and on behalf of IGFS Ltd.
By:
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Xxxx Xxxxxxxxx, Its President
I, Xxxxxxxx Xxxx as a Founding Member of Fastraxx Las Vegas Indoor Karting LLC
have read and understand the above consulting retainer letter, have received a
copy, and for and on behalf of Fastraxx Las Vegas Indoor Karting LLC accept all
of its terms:
Accepted and Agreed To on July 23, 2002:
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Xxxxxxxx Xxxx as Founding Member
