Exhibit 10.17
CONSULTING AGREEMENT
AGREEMENT made this 1st day of October, 2000, between XXXXXXX X. XXXX, d/b/a
First Choice Consulting, whose address is 11314 Xxxxx, Xxxxxxx XX 00000
("Consultant"), and VENCO COMPLIANCE, INC. a Texas corporation that is a wholly
owned subsidiary of INTERNET LAW LIBRARY, INC., a Delaware corporation, whose
principal place of business is located at 0000 Xxxxxxxx Xxxx, Xxxxxxx, Xxxxx
00000 ("Company").
WHEREAS, the Company desires to engage the services of the Consultant to perform
for the Company consulting services regarding functions for the operation of
Venco Compliance, Inc., as an independent contractor and not as an employee;
NOW, THEREFORE, it is agreed as follows:
1. Term. The respective duties and obligations of the contracting parties shall
be for a period of one year, beginning on October 1, 2000, with the right to
renew for a one-year term on each anniversary date, and may be terminated by
either party giving thirty (30) days' written notice to the other party at the
addresses stated above or at an address chosen after the signing of this
agreement and communicated to the party giving notice.
2. Duties of Consultant. Consultant will devote her best efforts to promote the
business of Company. Consultant will not engage in any commercial activity that
competes with the business of Company unless the Consultant has obtained
Company's prior approval. Consultant will be available to consult with the
Company, including its Board of Directors, its officers, and the heads of its
administrative staff, at reasonable times, concerning matters pertaining to any
areas of concern in such business of the Company. Consultant shall not have the
authority to bind or obligate Company, its Board of Directors, its officers, or
any other members of the Company in any transactions or communications nor shall
Consultant make claim to have any such authority.
3. Liability. With regard to the services to be performed by Consultant
pursuant to the terms of this agreement, Consultant shall not be liable to
Company, or to anyone who may claim any right due to any relationship with
Company, for any acts or omissions in the performance of services on the part of
Consultant or on the part of the agents or employees of Consultant, except when
said acts or omissions of Consultant are due to willful misconduct or gross
negligence. Company will hold Consultant free and harmless from any obligations,
costs, claims, judgments, attorneys' fees, and attachments arising from or
growing out of the services rendered to Company under the terms of this
Agreement or in any way connected with the rendering of services, except when
the same shall arise due to the willful misconduct or gross negligence of
Consultant and the
Consultant is adjudged to be guilty of willful misconduct or gross negligence by
a court of competent jurisdiction.
4. Compensation. Consultant will receive compensation at least monthly from
Company for the performance of the services to rendered to Company under this
Agreement at the rate of Six Thousand Dollars ($6,000) per month for work
performed by Consultant. In addition, Company will reimburse Consultant for any
reasonable out-of-pocket expenses incurred by Consultant in the performance of
its duties under this Agreement outside the state of Texas, provided the duties
have been requested by Company and provided such expenses are supported by
itemized statements and receipts. Any expenses of Consultant for duties
performed within the state of Texas are the responsibility of Consultant.
5. Performance Bonus. As additional compensation, Company will pay to Consultant
an annual cash bonus, based on performance, as follows:
a. For total revenues over $500,000 per year, a bonus of $10,000 payable
45 days after the Accounting Closing Date.
b. For total revenues over $750,000 per year, a bonus of $20,000 payable
45 days after the Accounting Closing Date.
c. For total revenues over $1,000,000 per year, a bonus of $30,000
payable 45 days after the Accounting Closing Date.
6. Mediation. Any controversy or claim arising out of or relating to this
Agreement, or the breach thereof, shall be first submitted to mediation before
either party may file suit against the other for its enforcement.
IN WITNESS WHEREOF, the parties have signed this Agreement effective on the 1st
day of October, 2000 .
VENCO COMPLIANCE, INC. "Company"
By /s/ Xxxxxx Xxxxxx, President Date signed: October 1, 2000
XXXXXXX X. XXXX, d/b/a First Choice Consulting
"Consultant"
/s/ Xxxxxxx X. Xxxx Date signed: October 1, 2000
