Exhibit 99.1
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SERVICES AGREEMENT
THIS AGREEMENT is entered into this 25th day of May 2005, by and between
Jump'n Jax, Inc., a Nevada corporation (hereinafter the "Company"), and X.X.
Xxxxxx, a resident of the State of Utah (hereinafter "Xxxxxx").
WHEREAS, Xxxxxx has provided various services to the Company including
advice and consultation, in exchange for the consideration set forth herein; and
WHEREAS, the Company is a public Company having securities registered under
the Securities Exchange Act of 1934, as amended (the "Exchange Act").
NOW, THEREFORE, in consideration of the premises and mutual
representations, warranties and covenants herein contained, the parties hereby
agree as follows:
1. The Company has retained Xxxxxx to perform a variety of services for the
Company and to provide advice and consultation to the Company in exchange for
consideration payable in the form of 400,000 shares of the Company's common
stock, which has been accepted for trading on the OTC Bulletin Board. Those
services provided by Xxxxxx that are subject to this Agreement were not in
connection with the offer or sale of securities in a capital-raising
transaction, nor are the services related, directly or indirectly, to promoting
or maintaining a market for the Company's securities.
2. The Company hereby agrees that with respect to this Agreement and to the
shares of the Company's common stock to be paid to Xxxxxx as compensation for
services rendered, the Company will, as soon as practical from the date hereof,
file a registration statement with the Securities and Exchange Commission (the
"Commission") on Form S-8 under the Securities Act of 1933, which will register
the shares to be issued hereunder. The Company further agrees that it will
instruct its transfer agent to issue the 400,000 shares of the Company's common
stock to Xxxxxx immediately upon the effective date of the Form S-8, that such
shares will be free from any restrictions as to their transferability, and that
the certificates representing the shares will not contain any restrictive
legend.
3. The Company represents that it is current in the filing of all periodic
and other reports that it is required to file with the Commission under the
Exchange Act and that it will be current at the time the Form S-8 referenced in
paragraph 2 above is filed with the Commission.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Agreement in a manner legally binding upon them as of the date first written
above.
"Company"
JUMP'N JAX, INC. "Xxxxxx"
BY: /s/ Xxxxxx X. Xxxxxxx /s/ X.X. Xxxxxx
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Its: Secretary X.X. XXXXXX
