January 8, 2007
Exhibit
10.3
January
8, 2007
Reference
is hereby made to the Consulting Agreement between the undersigned and the
related option grant letter (collectively, the "Agreement").
The
undersigned hereby agree to terminate the Agreement effective as of 31 December,
2007, with the exception of Articles 5 (Confidentiality), 6 (Intellectual
Property Rights), and 9 (Competitive Activity, Non-Solicitation) to the
Consulting Agreement, which shall remain in effect in accordance with their
terms.
The
undersigned further agree that any rights accruing under the Agreement up
until
the date of termination shall remain in effect, while all other rights shall
be
deemed terminated immediately.
To
the
extent that the Agreement provided for compensation or options upon the
accomplishment of milestones, referred to in the Agreement as "Targets",
and in
recognition of the fact that Akis Ltd. may already have begun making efforts
in
respect thereof, it is agreed that such Targets shall be taken into
consideration by the Parties in negotiating an agreement pursuant to which
it is
contemplated that Avi Kostelitz shall be hired as the Company's
CEO.
Akis
Ltd.
|
Traceguard
Technologies, Ltd.
|
By:
/s/Avi Kostelitz
|
By:
/s/ Xxxxx Xxx-Xxxx
|
Name:Avi
Kostelitz
|
Name:
Xxxxx Xxx-Xxxx
|
Title:
Chief Executive Officer
|
Title:
Chief Financial Officer
|
|
|
/s/Avi
Kostelitz
|
By:
/s/ Xxxxx Xxx-Xxxx
|
Avi
Kostelitz
|
Name:
Xxxxx Xxx-Xxxx
|
|
Title:
Chief Financial Officer
|
000
Xxxxxxx Xxxxxx, 0xx
fl, Xxx
Xxxx, XX 00000 TL: 000-000-0000
xxx.xxxxxxxxxx.xxx
Confidencial