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Letter Agreement dated May 15, 1997 between
the Company and Xxxx Xxxxx & Associates
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A q u a g e n i x
Companies Protecting the Earth's Environment
May 15, 1997
Xx. Xxxx Xxxxx
Xxxx Xxxxx & Assoc., Inc.
000 Xxxxxxx Xxxxxxxx
Xxxxxxx, XX 00000
Re: Aquagenix Letter Agreement
Dear Xxxx:
As per our conversations of the past, Aquagenix, Inc. and Xxxxx & Associates
have entered into a month to month agreement which started April 1, 1997,
whereby your firm ("Xxxxx") provides news releases and financial public
relations to the company on a routine basis. In return for your services, the
company has agreed to pay you 1,000 shares per month which shares shall
accumulate and be registered on a best efforts basis by the company using a form
S-8 or similar registration statement to effectively register and deliver these
shares to you. The formula that we have agreed to consists of three to six month
increments being registered by the company. In other words, the company and
Xxxxx shall wait for three to six thousand shares to be earned by Xxxxx, and
subsequent to this occurrence, the company shall file an S-8 Registration, thus
delivering the shares to Xxxxx. If the agreement is cancelled in less than six
month increments, the company is responsible for prorating the earned shares and
filing a Registration immediately thereafter.
Both parties agree to the following cancellation of services provision: If at
any time the company or Xxxxx cancels the agreement, there will be advance
notice whereby the company or Xxxxx must inform the other party in writing of
the intent to cancel the agreement in advance. If more than 1/2 of the month has
passed, the company shall be responsible for payment in full through the end of
that month. If less than 1/2 of the month has passed, payment of 1/2 of the
month shares shall be due to Xxxxx.
As agreed, the company shall pay for extraordinary expenses, including company
related long distance calls, editorial lunches and dinners, transportation, fax
and postage.
No excessive expenses will be paid for by the company without prior written
consent of the company. Upon receipt of this letter agreement, please sign or
initial confirmation of the above conditions.
Thank you,
/s/ Xxxxxx X. Xxxxxxx /s/ Xxxx Xxxxx
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Xxxxxx X. Xxxxxxx Xxxx Xxxxx
Chairman & CEO Xxxx Xxxxx & Associates