CONSULTING SERVICES AGREEMENT
This Consulting Services Agreement (the "Agreement") is made effective as
of February 5, 2001, by and between Xxxx Xxxxxxxxxxx, an individual, and Future
Carz, Inc., a Nevada corporation.
Xxxxxxxxxxx has expertise and experience in corporate governance, and
Future Carz, Inc. is engaged in the operation of a web-based company in
Scottsdale, Arizona. Future Carz, Inc. desires to obtain the benefit of
Xxxxxxxxxxx'x knowledge, expertise and experience in connection with
establishing appropriate programs for Future Carz, Inc. Xxxxxxxxxxx is willing
to render certain consulting and management services to Future Carz, Inc. on the
terms, and subject to the conditions, set forth in this Agreement.
In consideration of the premises and the mutual agreements set forth in
this Agreement, the parties agree as follows:
1. CONSULTING SERVICES. During the term of this Agreement, which shall be
from February 5, 2001 through August 6, 2001, Xxxxxxxxxxx shall consult
with and advice Future Carz, Inc. in connection with any and all matters
relating to Future Carz, Inc., as Future Carz, Inc. may reasonably request.
Without limiting the scope of the foregoing, Xxxxxxxxxxx'x services shall
include:
(a) To the extent practicable such services shall be furnished only at such
time and places as are mutually satisfactory to the Company and Consultant;
and
(b) Consultant shall not be called upon to devote more than fifty (50)
hours in performing such services and shall not be required to perform any
services hereunder while Consultant is on vacation or suffering from an
illness.
Xxxxxxxxxxx shall report to Future Carz, Inc.'s president, but may receive
assignments from such other officers and agents of Future Carz, Inc.'s as Future
Carz, Inc.'s president shall designate.
Future Carz, Inc. acknowledges that Xxxxxxxxxxx may currently be providing
services to other entities similar to the services being provided pursuant to
this Agreement and may, as a part of this normal business, perform services and
functions similar to such services for other parties in the future, and that
Xxxxxxxxxxx may utilize such facilities, equipment and personnel to perform such
services and functions for such other parties as he uses to perform such
services for Future Carz, Inc. Xxxxxxxxxxx'x performance of the services
described in this Agreement is not intended to be a full time endeavor.
2. SUPPORT. During the term of this Agreement, Future Carz, Inc. shall make
available to Xxxxxxxxxxx, in connection with his performance of consulting
services under this Agreement, reasonable access to Future Carz, Inc.'s
business records and other management staff.
3. CONSULTING FEE; EXPENSES. Xxxxxxxxxxx'x fee fo the consulting services
rendered pursuant to this Agreement shall be 50,000 shares of free trading
stock in Future Carz, Inc. These shares shall be deliverable on or before
September 1, 2001.
All reasonable travel expenses incurred by Xxxxxxxxxxx during the term of
this Agreement in connection with his performance of consulting services under
this Agreement (including, without limitation, transportation, lodging and
meals, shall be paid by Future Carz, Inc. promptly upon Xxxxxxxxxxx'x
presentation of documentation of such expenses, pre-approved, to Future Carz,
Inc.
As an independent contractor, Xxxxxxxxxxx shall not participate in, nor be
eligible under, any of Future Carz, Inc.'s employee benefit plans.
4. RELATIONSHIP OF PARTIES. Xxxxxxxxxxx is and shall be deemed to be an
independent contractor (and not an employee of Future Carz, Inc.) with
respect to the services rendered by him under this Agreement. Future Carz,
Inc. shall not, and shall not have the right to, supervise or control the
manner in which Xxxxxxxxxxx performs his duties under this Agreement nor
will it require his compliance with detailed orders or instructions. No
formal schedule of duties is contemplated by this Agreement and Xxxxxxxxxxx
will have no established office hours. Xxxxxxxxxxx may determine the
reasonable time and place of the performance of his services; provided,
Xxxxxxxxxxx will be expected to meet with Future Carz, Inc. management at
mutually convenient scheduled times on an as needed basis by mutual
agreement of the parties. No agency relationship is created by this
Agreement, and neither party shall have the right by reason of this
Agreement to act for or bind the other party in any manner, except as
expressly provided for in his Agreement.
4. CONFIDENTIALITY. Xxxxxxxxxxx acknowledges and agrees that (a) the
protection of Confidential Customer or Supplier Information is essential to
the integrity of Future Carz, Inc.'s business relationships with its
customers and suppliers; and (b) Xxxxxxxxxxx' disclosure or improper and
unauthorized use of Confidential Information, or Confidential Customer or
Supplier Information, would harm Future Carz, Inc. and its relationships
with its customers, suppliers and others. Accordingly, as a further
inducement to Future Carz, Inc. to enter into, and perform its obligations
under, this Agreement, Xxxxxxxxxxx shall maintain the confidentiality of
Confidential Information and Confidential Customer or Supplier Information
and shall not, without Future Carz, Inc.'s prior written consent, directly
or indirectly use, disclose or disseminate to any other person or entity,
or otherwise employ, for personal benefit or otherwise, any Confidential
Information or Confidential Customer or Supplier Information.
IN WITNESS WHEREOF, the parties have executed this Agreement as of this 1st day
of September, 2001.
By /s/ Xxxx Xxxxxxxxxxx
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Xxxx Xxxxxxxxxxx
Future Carz, Inc.
A Nevada Corporation
By /s/ Xxxxxx X. Xxxxxxx
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Xx Xxxxxxx, President
