Exhibit 10.8
EQUUS(R)
MARKETING & DESIGN, INC.
January 1, 2002
This letter is to outline the working relationship between EQUUS Marketing &
Design, Inc. (EQUUS) and Rapidtron, Inc. (Rapidtron) related to building,
personnel, and operating expenses referred to as Administrative Expenses.
EQUUS will provide administrative services to Rapidtron EQUUS for a period of
two years from January 2002 to December 2003 under this agreement, including
(but not limited to):
1. Building rent (lease) - 50% of the monthly lease amount = $5,659.00/month
2. Furniture lease - 50% of the Furniture Lease amount = $98.00/month
3. Phones - 50% of the estimated Phones amount = $675.00/month
4. Electricity - 50% of the estimated Electricity amount =
$500.00/month
5. Water - 50% of the Water estimated amount = $31.00/month
6. Postage - 50% of the estimated Postage and Meter Lease =
$200.00/month
7. Insurance - medical, dental, property, workers compensation.
a. Medical, ▇▇▇▇ ▇▇▇▇▇ III = $530.00,
b. dental for ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ = $42.00,
c. group long term disability = $129.00,
d. workers compensation = $470.00.
All expenses on a monthly basis.
8. Salary sharing of Equus personnel = $5,383.00/month for reception,
bookkeeping, purchasing, shipping documents, admin support.
9. Shipping/freight - Rapidtron only expenses = $500.00/month
10. Office supplies - 50% or $75.00/month
11. Computer services - 50% or $416.00/month
12. Cleaning services - 50% of building- $279.00/month
Total Monthly amounts: $14,987.00 per month
Note: Monthly amounts will fluctuate based on variable use of phones,
additional administrative staff, water, postage, etc. In the event of a
significant expense that is well in excess of the above agreed to amounts,
including any new hires above the current staffing level, both parties will
review and mutually approve prior to making the change.
INVOICES AND PAYMENT
1. The administrative expenses will be invoiced monthly for the months of
January 2002 through December 2003, inclusive. Rapidtron shall pay all invoices
for Administrative within fifteen (l5) days of receipt.
2. All other invoices not specified in sections must be paid by Rapidtron
within thirty (30) days of receipt of it.
3. On any invoices not paid within the prescribed times, a monthly service
charge of 1.5 percent of the outstanding balance will be charged, and EQUUS
reserves the right to discontinue or suspend further services under this
Agreement until such overdue invoices, including service charges, are paid in
full.
TERMS OF AGREEMENT/RENEWAL AND TERMINATION
1. This Agreement is for an initial term of twelve (24) months, commencing
January 1, 2002 and terminating December 31, 2003.
2. Notice of Termination of this contract can be issued prior to the anniversary
date should EQUUS fail to deliver materials or performance as agreed upon. The
contract will then be terminated after payment of all outstanding invoices
including fees for the final month, which will be thirty days after Notice of
Termination.
3. If no Notice of Termination or change in contract has been delivered prior to
sixty (60) days before the expiration of the initial terms or subsequent renewal
terms (Anniversary Date), then the agreement shall automatically be renewed for
an additional term of twelve (12) months, beginning at the end of the twelfth
(12th) month of the initial term of this Agreement or any subsequent renewals.
4. At each Anniversary Date, all terms of this Agreement, if still in effect,
may be subject to renegotiations by the parties. The amount of the Annual
Retainer will be agreed to in advance of each twelve (12) month term of this
Agreement.
DISPUTES AND ATTORNEYS' FEES
In the event of any dispute under this Agreement, the prevailing party shall be
compensated by the defaulting party for related costs, including attorneys'
fees, collection costs and other expenses. All disputes will be decided under
the laws of the State of California and/or the United States of America.
AGREED & ACCEPTED
EQUUS Marketing & Design Rapidtron Inc. Corporation
/s/ ▇▇▇▇ ▇▇▇▇▇ /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇
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▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇
Chairman/CEO Executive Vice President
Date: January 2, 2003 Date: January 2, 2003
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