EXHIBIT 10.2
Golf xxxxxx.xxx, inc.
000 xxxxxxx xxxxxxx
xxxxxxxx #0
Xxxxxxxx, Xxxxxxx 00000
As of September 1, 2003
Xxxxxx X. Xxxxx
00 Xxxx Xxxxx Xxxx
Xxxxxxxxx, Xxxxxxxxxxx 00000
Xxxxx Xxxxxxxxx
00000 Xxxx Xxxxx
Xxxxxx Xxxxx Xx, XX 00000
Xxxxxx X. Xxxxxx
00 Xxxxxxx Xxxx
Xxxxxxx, XX 00000
Gentlemen:
This is to confirm our agreement whereby Xxxxxx X. Xxxxx, Xxxxx Xxxxxxxxx
and Xxxxxx X. Xxxxxx have agreed to provide, and have provided, certain services
to Golf Xxxxxx.xxx, Inc. ("Company"), including the introduction of Direct
Petroleum Exploration, Inc, ("DPE"), to the Company as a potential target for
acquisition via merger as outlined in the letter of intent, dated August 6, 2003
("Merger"). For these services, the Company has agreed to pay to Messrs. Faris,
Xxxxxxxxx and Xxxxxx, as individuals, a certain finder's fee as set forth
herein.
If, at any time within the 24-month period following the date hereof, the
Company and DPE complete the Merger, the Company, at the effective time of the
Merger, shall pay a finders fee ("Fee") to Messrs. Faris, Xxxxxxxxx and Xxxxxx
(collectively, the "Finders"). 50% of such Fee shall be paid to Xx. Xxxxx and
the remaining 50% shall be paid equally to Messrs. Xxxxxxxxx and Xxxxxx. The Fee
shall be paid by issuing to the three of them, in the aggregate, that number of
shares ("Fee Shares") of the Company's common stock equal to 5% of the Company's
common stock outstanding immediately after the Merger (giving effect to the
issuance of the Fee Shares and the shares of the Company's common stock issued
to the shareholders of DPE in exchange for their shares of DPE common stock in
the Merger, but not to any of the Company's outstanding options or warrants).
If the foregoing correctly reflects the understanding by and among the
parties, please sign below and return this letter to us, at which time it will
become a binding agreement with respect to the subject matter hereof.
GOLF XXXXXX.XXX, INC.
By: /s/ Xxxxxx X. Xxxxxxx
______________________
Name: Xxxxxx X. Xxxxxxx
Title: President
Agreed to and accepted as of the date above written:
/s/ Xxxxxx X. Xxxxx
---------------------
Xxxxxx X. Xxxxx
/s/ Xxxxx Xxxxxxxxx
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Xxxxx Xxxxxxxxx
/s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx
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