EXHIBIT 10.26
January 27, 1997
Xx. Xxxxx X. Xxxxxxxxx
Xxxx Associates, Inc./
Xxxxxxxxx Associates, Inc.
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Dear Xx. Xxxxxxxxx:
Freeport-McMoRan Inc. ("FTX") is a party to a consulting
agreement, dated as of December 22, 1988, with Xxxxxxxxx Associates,
Inc. ("Xxxxxxxxx Associates") and to a second consulting agreement,
dated as of May 1, 1989, with Kent Associates, Inc. ("Kent")
(collectively, the "Xxxxxxxxx Consulting Agreements"). As you are
aware, FTX spun off its ownership interest in Freeport-McMoRan Copper
& Gold Inc. ("FCX") to FTX's shareholders. FTX and FCX then
established a jointly owned corporation, FM Services Company ("FM
Services"), to manage certain common activities on behalf of FTX and
FCX and their present and former affiliates (collectively with FM
Services, the "Freeport Entities").
This letter evidences the agreement of Xxxxxxxxx Associates and
Kent to the assignment of the Xxxxxxxxx Consulting Agreements to FM
Services effective as of January 1, 1996. All rights and obligations
of FTX under the Xxxxxxxxx Consulting Agreements shall be deemed,
effective as of January 1, 1996, to have vested in and to have been
assumed by FM Services. All references in either of the Xxxxxxxxx
Consulting Agreements to FTX shall be deemed to be references to FM
Services. Although FM Services shall be solely responsible for
exercising and fulfilling FTX's former rights and obligations under
the Xxxxxxxxx Consulting Agreements, FM Services may direct Xxxxxxxxx
Associates and Kent to provide services under the Xxxxxxxxx Consulting
Agreements to any of the Freeport Entities. All duties of
confidentiality under the Xxxxxxxxx Consulting Agreements shall be
owed to each of the Freeport Entities, and all notices by Xxxxxxxxx
Associates or Kent under the Xxxxxxxxx Consulting Agreements shall be
provided to the Chairman or President of FM Services.
Please execute the acknowledgment blank below to confirm the
agreement of Xxxxxxxxx Associates and Kent to the terms of this
letter, and please return one executed original of this letter to the
undersigned for FM Services' records.
Freeport-McMoRan Inc.
Freeport-McMoRan Copper & Gold Inc.
FM Services Company
By: /s/ Xxxxx X. Xxxxxxx
--------------------------------
Xxxxx X. Xxxxxxx
AGREED TO AND ACKNOWLEDGED
THIS 27th DAY OF JANUARY, 1997.
Xxxxxxxxx Associates, Inc.
Kent Associates, Inc.
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By: /s/ Xxxxx X. Xxxxxxxxx
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Xxxxx X. Xxxxxxxxx
