EXHIBIT 10.3
RETAINER AGREEMENT
BETWEEN
XXXXXXX & CRON AND MSTG SOLUTIONS, INC.
DATED JANUARY 25, 2002
00000 Xxxxx Xxxxxxx,
Xxxxx 000
Xxxxxx, Xxxxxxxxxx 00000
XXXXXXX & CRON ----------------------------
Telephone: 949 . 450 . 4942
Facsimile: 949 . 453 . 8774
January 25, 2002
MSTG SOLUTIONS, INC.
Attn: Xx. Xxx Xxx
0000 Xxxxx Xxxxxx Xxxxxx, Xxxxx 000
Xxxxxx, XX 00000
RE: RETENTION OF XXXXXXX & CRON
SUBJECT: GENERAL BUSINESS REPRESENTATION
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Dear Xx. Xxx:
This correspondence will serve to confirm that you have engaged our firm on an
hourly basis with regard to general business matters. In general, our
representation will include a review and analysis of all information you provide
in connection with the above-referenced matter, an analysis of the materials,
consultations, phone conferences, preparation of pleadings and other documents,
court appearances and/or our recommendations in connection with the further
handling of the various matters.
We have found that our clients appreciate having our billing procedures
explained in writing. Experience has shown that the attorney-client relationship
works best when there is a mutual understanding about fees, costs and payment
terms. Accordingly, we take this opportunity to outline the terms on which we
propose to provide our professional services.
To help us determine the value of our services, we ask each of our lawyers and
legal assistants to maintain time records for each client and matter. The time
records are reviewed bi-weekly by the billing attorney assigned to you before an
invoice is rendered.
You will be billed at a fixed fee for all services provided by Xxxxx Xxxxxxx.
This fixed fee shall be payable as follows:
(1) $3,000.00 per month, until MSTG Solutions, Inc. shall have raised
$100,000.00; at which time, the fixed fee shall increase to $5,000.00
per month; and
(2) 250,000 shares of stock; and
(3) 250,000 options exercisable at $0.50 per share.
Xx. Xxxxxxx shall provide these services to you, in exchange for the foregoing,
for 2 years or upon declaring effective of a Registration Statement on behalf of
MSTG Solutions, Inc. with the Securities Exchange Commission.
All other are billed at the hourly rate then in effect for the attorney or legal
assistant who is performing the work. The attorneys and paralegals working on
your matters will xxxx their time at an hourly rate varying from $200.00 to
$250.00, depending upon their experience level and the complexity of the matter.
We will forward our invoices on a monthly basis, and each invoice, unless
otherwise specified, represents our fees and out-of-pocket costs advanced for
your account through the end of the preceding month.
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Xxxxxxx & Cron
Xx. Xxx Xxx
Letter of January 25, 2002
RE: Retention of XXXXXXX & CRON
Page 2 of 2
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We make every effort to include disbursements in the statement for the month in
which the disbursements are incurred. However, some disbursements, such as
telephone charges, are often not available to us until the following months, in
which case those disbursements will be included on a subsequent invoice. Payment
is due upon presentation of the invoice, and invoices which remain unpaid after
thirty days from the invoice date are assigned a late payment charge of ten
percent (10%) per annum. In the unlikely event we are required to incur legal or
other costs to recover amounts due for fees and expenses on your account, you
will be responsible for those costs as well.
It is our policy to serve you with the most effective support systems available,
while at the same time allocating the costs of such systems in accordance with
the extent of usage by individual clients. Therefore, in addition to our fees
for legal services, we will also invoice separately for certain costs and
expense disbursements, including telephone, facsimile, messenger, courier and
other communication costs, reproduction, document retrieval, staff overtime when
required by the client or the matter's timing, computer research facilities,
document preparation on word processing, and other costs and expenses incurred
on your behalf.
Our firm is not affiliated with the Business Law Center. Our firm does not
currently maintain errors and omissions insurance coverage applicable to the
services to be rendered. If you have questions in this regard, please feel free
to call.
We hope this adequately explains our fees and billing procedures. We encourage
you to discuss with us any questions you may have regarding these policies and
procedures, either at the inception of our engagement or at any time during its
course. If the terms set forth above are satisfactory, please sign and return
the enclosed copy of this letter and return it to us either by facsimile or U.S.
Mail.
We thank you for selecting our firm for your legal representation and look
forward to working closely with you on this matter.
Very truly yours,
/s/ Xxxxxxxx X. Xxxxxxx
Xxxxxxxx X. Xxxxxxx
APPROVED:
MSTG SOLUTIONS, INC.
Dated: Jan. 25, 2002 By: /s/ Xxx Xxx
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Xxx Xxx
Its: President
