Exhibit 4.3
As of January 28, 1997
Xx. Xxxxx Xxxxxxx
C/O International Technologies & Finance
000 Xxxxxx Xxxxxx, Xxxxxxxxx X
Xxx Xxxx, XX 00000
Dear Xx. Xxxxxxx:
This letter will serve as an agreement between PICK Communications Corp.
("PICK") and you concerning your rendering of consulting services.
1. ENGAGEMENT. PICK hereby engages you, on an independent contractor basis, to
render your services as a consultant and you hereby accept such engagement
on the terms and conditions herein set forth.
2. TERMS OF SERVICES. The Period of this Agreement shall commence on January
28, 1997 and terminate on March 15, 1997.
3. NATURE OF SERVICES. You hereby agree to provide the following consulting
services to PICK:
You will evaluate the prospective countries in Europe and Asia for the
introduction of PICK's prepaid cellular telephone and advise PICK's executive
officers of the viability of each nation's existing cellular systems and your
recommendations as to whether we should seek to partner with existing telecoms
in each country or seek to sell licenses to private companies. It is understood
that you possess experience and knowledge re: international business, and it is
understood that you will perform such services for PICK with that standard of
professional care, skill and diligence that you normally provide in the
performance of similar services. As an independent contractor you will, of
course, be responsible for determining the means and methods of performing your
services hereunder.
4. COMPENSATION. In consideration of the full performance of all of your
services PICK will pay you by giving you a total of 116,330 registered
(free trading) shares of PICK Communications Corp., in the name of Xxxxx
Xxxxxxx, at the price of such shares as of the close of the OTC Bulletin
Board market on January 28, 1997.
5. ASSIGNMENT. You shall not have the right to assign any of your obligations
or delegate any of your duties hereunder without the prior written consent
of PICK. Any attempt to assign without such permission shall be void and of
no effect.
6. PERFORMANCE. In performing services under this Agreement, you shall conduct
yourself as an independent contractor at all times during the Period.
Accordingly, you agree not to represent yourself as an agent or employee of
PICK or attempt to bind PICK to any contractual obligations. Any attempt on
your part to do so shall be deemed a material breach of this Agreement.
7. ENTIRE AGREEMENT. This document contains the entire agreement and
understanding between PICK and you relating to the services you are to
perform. Accordingly, this Agreement may not be altered, amended, modified,
or otherwise changed, nor may any of the terms hereof be waived, except by
an instrument in writing signed by both parties. This Agreement shall be
governed by and construed in accordance with the laws of the State of New
York.
If this represents your understanding of our agreement, please sign in the space
provided below and return a copy to my attention.
Sincerely,
PICK COMMUNICATIONS CORP.
By:
----------------------------------
Xxxxxxx X. Xxxxxxx, Vice President
ACCEPTED and AGREED:
--------------------------------------
Xxxxx Xxxxxxx
SS#
-----------------------------------
