EXHIBIT 10.5.1
--------------
AMENDMENT TO AGREEMENT
The following provisions are hereby incorporated into, and are hereby made
a part of, that certain Independent Consultant Services Agreement dated
September 1, 2001 (the "Agreement") between EssTec, Inc., a Nevada corporation
("EssTec") and Red Sea , Ltd. ("Consultant") and such provisions shall be
effective as of September 1, 2002 (the "Effective Date"). All capitalized terms
in this Amendment, to the extent not otherwise defined herein, shall have the
meanings assigned to such terms in the Agreement.
1. EssTec has agreed to amend Exhibit A of the agreement as follows.
Therefore, Exhibit A of the Agreement is hereby amended to read as follows:
The Consultant shall perform the following services under its consulting
agreement with EssTec date on 1st September, 2001
ACQUISITION STRATEGY
- Develop acquisition strategy
- Perform due diligence on potential partners and acquisition targets,
ranging from a general assessment of potential partners to detailed due
diligence (financial and operations analyses, cultural and strategic direct
fit, etc.)
- Close atleast one acquisition within the 180 days of the Initial Public
Offering of the EssTec's stock.
DEVELOP ALLIANCE
- Develop alliance strategy.
- Develop strategic value preposition and positioning documentation for each
potential partner.
- Evaluate the proposed structure and consideration for any relationship, and
conduct such other analyses and investigations as necessary.
- Close at least one alliance within the 180 days of the Initial Public
Offering of the EssTec's stock.
BUSINESS DEVELOPMENT
- Develop pipeline of prospective customers.
- Help EssTec in closure of sales.
- Develop penetration strategy of EssTec's Services in identified markets for
EssTec's expansions.
- Establish EssTec's presence in atleast one new market within one year from
the Initial Public Offering of the EssTec's stocks.
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, EssTec has caused this Amendment to Independent
Consultant Services Agreement to be duly executed and delivered as of the
Effective Date.
EssTec:
ESSTEC, INC.,
a Nevada corporation
/s/ Xxxxx Xxxxxx
----------------------------
BY: Xxxxx Xxxxx Xxxxxx
ITS: VP Operations
CONSULTANT:
RED SEA, LTD.
/s/ Khalid El-Saadi
---------------------------
BY: Khalid El-Saadi
ITS: Director