EXHIBIT 10.75
FEE AGREEMENT
This FEE AGREEMENT (this "Agreement") made as of this 12th day of February 2002
is by and between Asaf Dor, Adv ("Dor"), an attorney, with his principal place
of business at 0 Xxxxxx Xx. Xxx Xxxx, Xxxxxx and Travlang Inc. with its
principal place of business at 0000 X. Xxxxxxxx Xxxx Xxxx, Xxxxx 000, Xxxx
Xxxxx, Xxxxxxx 00000 (the "Company").
R E C I T A L S:
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The Company is a public company with a class of equity securities publicly
traded, and desires to retain Dor to provide certain consulting services.
Dor desires to provide certain legal and consulting services to the Company in
connection with the acquisition of Sec2wireless Inc. by the Company.
NOW, THEREFORE, in consideration of the mutual promises set forth herein, the
parties hereto hereby agree as follows:
1. CONSULTING SERVICES. During the term of this Agreement, Dor is
hereby retained by the Company to provide legal and consulting services to the
Company. Dor shall provide such services as reasonably requested by the Company
during the term of this Agreement, provided that nothing hereunder shall require
Dor to devote a minimum number of hours per calendar month toward the
performance of services hereunder.
2. TERM. The term of this Agreement shall be for three months
commencing as of the date first written above; provided, however, that this
Agreement shall be renewable for subsequent three months terms, by mutual
agreement of the parties in writing, at least thirty (30) days prior to the
expiration of the then current term.
3. COMPENSATION. In consideration for the performance of services
hereunder, the Company hereby agrees to pay Dor the aggregate sum of 2,000,000
shares of the Company's common stock as full compensation for the term of this
Agreement within 14 days of the execution of this Agreement. Such shares shall
be registered with the SEC on a Form S-8 Registration Statement within 30 days
from the date of this Agreement. The Company hereby agrees to pay on a
pre-approval basis reasonable expenses incurred by Dor in connection with such
services to be rendered hereunder. Dor may, from time to time, deem it to be in
the best interests of the Company to retain additional counsel in connection
with certain specific transactions or other matters. In such event, the Company
hereby agrees to pay any and all fees and expenses of such counsel.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date first above written.
Asaf Dor: COMPANY:
/s/ Asaf Dor By: /s/ Xxxxxx Xxxxxxx
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Xxxxxx Xxxxxxx, President