EXHIBIT
4.1
BUSINESS CONSULTING AGREEMENT DATED AS OF JUNE 1, 1999
BETWEEN THE COMPANY AND XXXXXXX X. XxXXXXXX
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BUSINESS CONSULTING AGREEMENT
Agreement made the 1st day of June, 1999 by and between J-BIRD MUSIC
GROUP LTD, having its principal place of business at 000 Xxxxxxx Xxxx, Xxxxxx,
Xxxxxxxxxxx, 00000 (hereinafter referred to as the "Company"), and XXXXXXX X.
XxXXXXXX (hereinafter referred to as the "Consultant").
WHEREAS, the Company desires to obtain Consultant's sales, marketing
and management consulting services in connection with the Company's business
affairs, and Consultant is willing to undertake to provide such services as
hereinafter fully set forth:
NOW, THEREFORE, the parties do hereby agree as follows:
1. Term: The Company hereby retains and employs Consultant for a
period beginning June 1, 1999 and terminating on May 30, 2000
and Consultant agrees to provide the services described
herein. This Agreement shall automatically be renewed for a
one (1) year period, unless either party notifies other in
writing within thirty (30) days prior to the termination date
of this Agreement on May 30, 2000.
2. Nature of Services: Consultant will render advice and
assistance to the Company on business related matters and in
connection herewith Consultant shall:
a) Evaluate the Company's managerial, marketing and sales
requirements, including the furnishing of written reports
upon request of the Company;
b) Attend meeting of the Company's Board of Directors or
Executive Committee(s) when requested to do so by the
Company;
c) Attend meetings and at the request of the Company review,
analyze and report on proposed business opportunities;
d) Consult with the Company concerning on-going strategic
corporate planning and long term investment policies,
including any revisions of the Company's business plan;
e) Render advice with respect to future leasing or other
financing arrangements for customers and otherwise whether
they be debt or equity or any combination thereof.
3. Consultant Further Agrees to:
a) Assistant in the preparation of loan applications, loan
agreements and other documentation required by financial
institutions, individuals, investment banking firms and
other appropriate sources in connection with any type of
financing;
b) Assist in negotiation contracts with suppliers and major
customers when so requested by the Company;
c) Consult with and advise the Company with regard to
potential mergers and acquisitions whether the Company be
the acquiring company or the target of acquisition.
4. Consultant Further Agrees to: Assist in the preparation and
distribution of press releases whenever appropriate to be made
available to the press in general, customers, suppliers and
NASD broker/dealers, financial institutions, and the Company's
shareholders.
5. Exclusions: It is agreed that the Consultant's services will
not include any services that constitute the rendering of
legal opinions or the performance of work that is in the
ordinary purview of a certified public accountant or any work
that is in the ordinary purview of a registered broker/dealer.
6. Compensation: The Company agrees to pay the Consultant One
Million (1,000,000) Shares of the Company's common stock.
Payment is payable and due upon the signing of this Agreement.
In the event that this Agreement is automatically renewed for
a one year period as provided in Paragraph 1 hereof, the
Company shall pay the Consultant an additional One Million
(1,000,000) shares of its common stock, payable and due on
June 1, 2000.
7. Liability of Consultant: In furnishing the Company with
management advice and other services as herein provided,
neither the Consultant or any officer, director or agent
thereof shall be liable to the Company or its creditors for
any errors of judgement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed as of the day and year first above written.
ATTEST: J-BIRD MUSIC GROUP, LTD
By: Asa L. Fish By: s/ Xxxx X. Xxxxxxxx
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Xxxx X. Xxxxxxxx
President
ATTEST: XXXXXXX X. XxXXXXXX
By: Hope X. Xxxxxxxxxx By: s/ Xxxxxxx X. XxXxxxxx
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Xxxxxxx X. XxXxxxxx