Exhibit 10.58
CONSULTING SERVICES AGREEMENT AMENDMENT
THIS AGREEMENT (the "Amendment") is made as of October 15, 2002
BETWEEN: Interven Capital Corporation, a Nevada corporation, having its offices
located at 000 Xxxxx Xxxx Xxxx #0, Xxxx, Xxxxxx, X.X.X. 00000,
("InterVen")
AND: Xxxx Xxxxx, businessman, of 000 Xxxxx Xxxx Xxxx #0, Xxxx, Xxxxxx,
X.X.X. 00000, ("Xxxxx")
(InterVen and Xxxxx are collectively referred to as the "Consultant")
AND: Moving Bytes Inc., (formerly E*Comnetrix Inc. "ECOM"), a company duly
formed under the Canada Business Corporations Act, having its offices
located at 00xx Xxxxx Xxxxxxxx Xxxxx, 400 Burrard St., Vancouver, B.C.
Canada V6C 3G2, ("MBYT")
WITNESSES THAT WHEREAS:
A. Consultant and MBYT entered into a consulting services agreement effective
as of March 1, 2002, (the "Agreement"); and
B. The parties wish to amend the Agreement subject to the following terms and
conditions;
NOW THEREFORE, in consideration of the recitals, the following agreements, the
payment of One Dollar ($1.00) made by each party to the other, and other good
and valuable consideration, the receipt and sufficiency of which is acknowledged
by each party, the parties agree as follows:
Amendments
1. Section 2.2 of the Agreement is hereby deleted in its entirety and
substituted as follows:
Commencing July 1, 2002 and for the next eighteen (18) months of the
Initial Term of this Agreement, in consideration for the services provided
by the Consultant, MBYT will pay InterVen Twelve Thousand Five Hundred US
dollars (US$12,500) per month, payable on the first day of each month,
except if, subsequent to the Effective Date, MBYT shall receive gross
equity or equity like financing in a minimum amount of Two Million US
dollars (US$2,000,000) (the "Financing"), then MBYT will pay InterVen
Fifteen Thousand US dollars (US$15,000) per month, payable on the first day
of each month effective the month in which the Financing is received.
2. Section 2.3 of the Agreement is hereby deleted in its entirety and
substituted as follows:
Upon any renewal of this Agreement, in consideration for the services
provided by the Consultant, MBYT will pay InterVen Twelve Thousand Five
Hundred US dollars (US$12,500) per month for each month of the then current
term, payable on the first day of each month, except if subsequent to the
Effective Date MBYT shall receive the Financing, then MBYT will pay
InterVen Fifteen Thousand US dollars (US$15,000) per month, payable on the
first day of each month.
3. Section 5.2 of the Agreement is hereby deleted in its entirety and
substituted as follows:
Consultant may terminate this Agreement upon the giving of 90 days' notice
in writing to MBYT. In the event Consultant terminates this Agreement
pursuant to this section, neither InterVen nor Xxxxx will be entitled to
further compensation hereunder following such termination. Subject to
section 5.1, MBYT may only terminate this Agreement during the Initial Term
upon paying to InterVen the full balance of the fees due under sections 2.1
and 2.2 which would have been payable to InterVen had the Consultant been
engaged by ECOM for the entire Initial Term, payable at the rate of
Thirteen Thousand Seven Hundred and Fifty US dollars (US$13,750) per month
for the first four (4) months of this Agreement and payable at the rate of
Twelve Thousand Five Hundred US dollars (US$12,500) per month for final
eighteen (18) months of this Agreement.
1
Benefit of Agreement
4. This Agreement will enure to the benefit of and be binding upon the
successors and permitted assigns of MBYT and InterVen respectively and upon
the heirs, executors, administrators and legal personal representatives of
Xxxxx. InterVen and Xxxxx may not assign the whole or any part of their
rights hereunder without the prior written consent of MBYT.
Entire Agreement
5. This Amendment constitutes the entire agreement between the parties with
respect to the subject matter hereof and cancels and supersedes any prior
understandings and agreements between the parties thereof with respect to
the matters contained herein. There are no representations, warranties,
forms, conditions, undertakings or collateral agreements, express, implied
or statutory between the parties other than as expressly set forth in this
Amendment.
Amendments and Waivers
6. No amendment to this Amendment will be valid or binding unless set forth in
writing and duly executed by all of the parties hereto. No waiver of any
breach of any provision of this Amendment will be effective or binding
unless made in writing and signed by the party purporting to give the same
and, unless otherwise provided in the written waiver, will be limited to
the specific breach waived.
Severability
7. If any provision of this Amendment is determined to be invalid or
unenforceable in whole or in part, such invalidity or unenforceability will
attach only to such provision or part thereof and the remaining part of
such provision and all other provisions hereof will continue in full force
and effect.
Counterparts
8. This Amendment may be executed in as many counterparts as may be necessary
or by facsimile and each such facsimile or counterpart so executed will be
deemed to be an original and such counterparts together will constitute one
and the same instrument and notwithstanding the date of execution will be
deemed to bear the date as set out on the first page of this Amendment.
IN WITNESS WHEREOF the parties hereto have executed this Amendment as of the day
and year first above written.
INTERVEN CAPITAL CORPORATION
Per:/s/ Xxxx Xxxxx
----------------------------
Xxxx Xxxxx, President
/s/ Xxxx Xxxxx
--------------------------------
Xxxx Xxxxx
For Moving Bytes Inc.
/s/ J. Xxxx Mustad
--------------------------------
J. Xxxx Mustad, Director
/s/ Xxxxx Xxxxxx
--------------------------------
Xxxxx Xxxxxx, Director
2
