Xxx Xxxxx Spokesperson Agreement - Final - 10/28/99
EXHIBIT 10.29
OUTLOOK SPORTS TECHNOLOGY
SPOKESPERSON AGREEMENT
THIS AGREEMENT ("AGREEMENT") IS MADE BY AND BETWEEN OUTLOOK SPORTS TECHNOLOGY,
INC., A DELAware corporation with its principal place of BUSINESS LOCATED AT 000
XXXXX XXXXXX, 0XX Xxxxx, Xxx Xxxx, XX 00000 (hereinafter referred to as
"Company"), and Xxx Xxxxx, a person, with primary residence located at 00
Xxxxxxxx Xxxxxx, Xxxxxxxxx, XX 00000, (hereinafter referred to as
"Spokesperson") and is entered into on this date of execution March 5, 1999, in
the following circumstances:
Background
The Company is engaged in the business of golf club design and
marketing. Talent is a professional sports broadcaster. Company and Talent
desire to work together in the promotion and sale of the Company's golf
equipment during the Term of this Agreement, all in accordance with the terms
and conditions set forth herein.
NOW, THEREFORE, in the consideration of the mutual covenants contained herein,
the parties do hereby agree as follows:
1. SERVICE: Spokesperson shall appear from time to time as an
ambassador of the Company and or the Company's products at various events or
outings. In addition, Spokesperson shall serve as a member of the Company's
advisory board.
2. TERM: The Term shall run from the date of execution of this contract
though April 31, 2000.
3. DAYS OF SERVICE: Spokesperson agrees to make himself available,
during the Term of this Agreement, at the Company's request, on four days (for a
maximum of eight hours per day) for the purposes of making appearances including
public or promotional appearances on behalf of the Company. These appearances
may include, but will not be limited to, events such as the following: Company
sponsored golf outings, advisory board meetings, retail promotion of
product/autograph signings and PGA Golf Show appearances. Spokesperson will be
required to travel outside of the New York Metropolitan area for not more than
two (2) of these appearances. In addition to the aforementioned days
Spokesperson agrees to make himself available, during the Term of this
Agreement, at the Company's request, for four social events (for a maximum of
four hours per event) for the purposes of entertaining persons on behalf of the
Company. Spokesperson will not be required to travel more than one hour for the
for the social event appearances. The Company recognizes that Spokesperson is
presently an employee of the National Broadcasting Corporation ("NBC") and his
primary obligations are to NBC. The Company will make a best effort to schedule
all appearances around Spokespersons existing schedule.
4. COMPENSATION: Spokesperson shall receive Eighteen Thousand Two
Hundred Fifty Shares (18,250) of Class A Common Stock valued at par value $0.01
per share. It is anticipated that the initial public offering price of the stock
will be $5.50 per share. Thus the initial market value of the stock will be One
Hundred Thousand Three Hundred Seventy Five Dollars ($100,375). At Spokespersons
direction, the Company will issue any commission earned to any agency in the
form of stock subtracted from Spokespersons Compensation.
5. RELATIONSHIP OF THE PARTIES: This Agreement shall not constitute or
be considered as a partnership, employer-employee relationship, joint venture,
or agency between the parties hereto nor by or between any of their employees or
agents.
6. AUTHORITY: Each of the parties hereby represents and warrants to the
other that it has the right, power, and legal authority to enter into and fully
perform this Agreement in accordance with its terms and that this Agreement when
executed and delivered by the parties will be a legal, valid and binding
obligation enforceable against the parties in accordance with its terms.
7. NOTICE: Notice by any party is deemed given when mailed, postage
paid, certified or registered return receipt requested, Federal Express or any
other overnight mail service, addressed to the parties appearing below:
To Spokesperson: Xxx Xxxxx
c/o The Marquee Group
000 0XX Xxxxxx
00XX Xxxxx
Xxx Xxxx, XX 00000
Attn: Xxxxxxx Xxxxxx
To Company: Outlook Sports Technology
000 Xxxxx Xxxxxx
0XX Xxxxx
Xxx Xxxx, XX 00000
Either party may, by written notice to the other, change the address to which
any such communications shall be sent. After notice of such change has been
received, any communications shall be sent directly to such party at such
changed address.
8. ENTIRE AGREEMENT: This agreement, consisting of the foregoing,
correctly sets forth the entire agreement between Company and Talent. No
agreements or understandings shall be binding on any of the parties hereto
unless specifically set forth in this agreement or modified in a separate
written agreement.
9. APPLICABLE LAW: This Agreement shall be construed and enforced in
accordance with the laws of the State of New York without regard to its
principals of conflicts of laws. Any action on this Agreement or arising out of
its terms and conditions shall be instituted and litigated in the courts of the
State of New York, City of New York. In accordance the parties submit to the
jurisdiction and venue of the State of New York and agree and acknowledge that
such a forum shall be a convenient forum for the resolutions of their questions,
disputes and other differences.
AGREED AND ACCEPTED:
for Outlook Sports Technology, Inc.
/S/ XXXX XXXXXX DATE MARCH 5, 1999
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by: Xxxx Xxxxxx, CEO
and for: Xxx Xxxxx
/S/ XXX XXXXX DATE MARCH 5, 1999
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by: Xxx Xxxxx
