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EXHIBIT 4.4
AGREEMENT
This Agreement is made and entered into as of this 1st day of March, 1999,
by and between Xxxx Xxxxxxx, with his office located at 0000 Xxxxxxxx Xxxxx, Xxx
Xxxxx, Xxxxxxxxxx 00000 ("CONSULTANT"), and x.Xxxxxxx Corporation with offices
located at 00000 Xxxxxxx Xxxxx Xxxxx Xxxxx, Xxx Xxxxx, Xxxxxxxxxx 00000
("CLIENT").
This Agreement shall expire on December 31, 1999 unless extended by written
agreement of the parties.
NOW, THEREFORE, in consideration of the covenants and mutual promises made
herein, and for other valuable consideration, CONSULTANT and CLIENT agree as
follows:
1. WORK TO BE DONE BY CONSULTANT; CONSULTANT shall perform and CLIENT
shall pay for the following work:
Various accounting services.
This agreement shall be part of any purchase order or other request for
services as may be issued by CLIENT.
2. PAYMENT: CLIENT shall pay to CONSULTANT the following amounts on the
following dates or at the following intervals (e.g. weekly):
Payment to be negotiated on a project by project basis with payment
terms of 30 days upon presentation of invoice by consultant. Payments
may be made by delivery of Common Stock, valued as of the date of
issuance.
3. SCHEDULES OF COMPLETION: The work shall be performed and completed
according to the following schedule:
Tasks and dates to be negotiated on a project by project basis.
4. EXPENSES: CLIENT shall reimburse CONSULTANT for all reasonable expenses
incurred
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while performing the work upon the submission of a properly submitted
invoice.
5. RELATIONSHIP OF PARTIES: CONSULTANT shall provide services herein as an
independent contractor and shall be in sole control of the manner in
which the work is performed. CLIENT shall provide CONSULTANT with a
work area and any information, documentation and cooperation necessary
to accomplish the aforementioned Tasks.
6. FORCE MAJEURE: The parties shall be excused from performing under this
Agreement if prevented from doing so by acts of God or other unforeseen
events beyond the control of the parties.
7. WAIVER: Any delay or failure by either party to exercise a right or
remedy hereunder shall not be a waiver thereof. All rights and remedies
are cumulative and may be exercised separately.
8. ENTIRE AGREEMENT: The terms and conditions herein make up the entire
agreement between the parties and supersede any and all previous
agreements, written or oral, relating to the subject herein and no
agreement to change the terms and conditions contained herein shall be
binding unless in writing, signed by a duly authorized representative
of each party. In the event that any one or more of the provisions of
this Agreement is held by a court of competent jurisdiction to be
invalid, void or unenforceable for any reason, the remainder of the
provisions shall remain in force. This provision shall survive the
termination of this Agreement.
9. LAW: This Agreement is made under and shall be construed according to
the laws of the State of California. This provision shall survive the
termination of this Agreement.
IN WITNESS WHEREOF, the parties, or their duly authorized representatives, have
signed and executed this Agreement on the date first written above.
"CLIENT" "CONSULTANT"
X.XXXXXXX CORPORATION /s/Xxxx Xxxxxxx
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/s/Xxxxxx X. Xxxx, President and CEO
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