EXHIBIT 10.2(a)
COMPENSATION AGREEMENT
THIS AGREEMENT made and entered into this 2nd day of May, 1995, by and
between ONASCO COMPANIES, INC., a Utah corporation ("Onasco"), of 0000 Xxxx Xx.
Xxxxx Xxxx., #000, Xxxx Xxxx Xxxx, Xxxx 00000, and M. E. Xxxxxxx (the
"Consultant").
WITNESSETH:
WHEREAS, the Consultant has provided substantial services for the benefit
of Onasco in connection with its contemplated acquisition of certain assets from
Industrial Resources, Corporation, a Kentucky corporation ("IRC"); and
WHEREAS, Onasco desires to compensate the Consultant for his efforts on
behalf of Onasco estimated to be of a value of $21,500, which shall include all
expenses incurred by the Consultant or paid by him for and on behalf of Onasco
which were in any way related to the acquisition of these assets;
NOW, THEREFORE, in consideration of Ten Dollars ($10.00), and other good
and valuable consideration, and the covenants and conditions contained herein,
the parties hereto hereby agree as follows, to-wit:
1. This Compensation Agreement shall contain the entire agreement between
the parties and may not be altered or amended except in writing signed by Onasco
and the Consultant.
2. Both Onasco and the Consultant intend that this Compensation Agreement
shall be construed as the "Compensation Agreement" contemplated by Rule 701 of
the Securities and Exchange Commission.
3. Onasco shall, upon execution hereof issue to the Consultant 215,000
"unregistered" and "restricted" post-split shares of common stock of Onasco for
$21,500 compensation of the Consultant and for all services, expenses and
payments made for and on behalf of Onasco to date, regarding the acquisition of
assets from IRC.
4. By execution hereof and acceptance of the shares set forth above, the
Consultant releases Onasco and holds Onasco harmless and agrees to indemnify
Onasco from any and all claims, demands, expenses and liabilities for any such
services, costs or expenses incurred for or on behalf of Onasco prior to the
date hereof, related to the acquisition of assets from IRC.
5. This Compensation Agreement shall be construed in accordance with the
laws of the State of Utah.
IN WITNESS WHEREOF, the parties have set their hands and seals the date set
forth above.
ONASCO COMPANIES, INC.
By /s/ Xxxx X. Xxxxxx
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Xxxxxxx X. Xxxxxx
President
/s/ M. E. Xxxxxxx
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M. E. Xxxxxxx
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