EXHIBIT 5.20
CONSULTING CONTRACT
AMONG
M. A. LEVY & ASSOC. ("MAL") AND
XXXXXXXXX.XXX, INC. ("PCS")
Whereas:
PCS wishes to engage MAL in a consulting assignment for the period August 1,
1999 to January 31, 1999.
Therefore:
This agreement establishes the components of the Consulting Assignment between
PCS and MAL.
1. Terms of Reference: To advance and enhance the understanding of the
business plan of PCS within the financial
community in general and specifically to the
contacts and acquaintances of MAL.
2. Start Date: 01 August 1999.
3. Completion Date: 31 January 2000.
4. Compensation schedule: $2500 per month
5. Payment Schedule: Last day of each month.
6. Base Options. PCS will award MAL 25,000 options priced at $1.00.
6.1 Vesting: All options will vest at the rate of 4167 options
on the last day of each month over the 6 month
term of the contract. If MAL's consulting contract
ceases, then all unvested Base Options will be
immediately cancelled.
6.2 Term: The term of the Base Options will be 3 years.
7. Termination: This consulting contract can be terminated at any
time after November 1, 1999 by either party with
30 days notice.
AGREED:
For PCS: /s/ Xxxx XxXxxx
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Xxxx XxXxxx, President
For MAL /s/ Xxxxxxx Xxxx
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Xxxxxxx Xxxx
Date: 8/6/99
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