Exhibit 10.2
Sub-Contacting Agreement
Between
Wall Street Investment Corp.
and
Columbia Financial Group
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SUB CONTRACTING AGREEMENT
Agreement made this 22nd day of October, 1997 between Wall Street
Investments Corporation a Colorado 1997 Corporation (hereinto referred to as Sub
Contractor) and Columbia Financial Group (hereinto referred to as Consultant).
AGREEMENT
The respective duties and obligations of this contracting parties shall
be for a period of six (6) months commencing on the date first appearing above.
SERVICES
Sub Contractor will provide consulting services in connection with
Consultants Contract with Winner's Internet Network. The consulting activity
involves the "public relations" dealings with NASD broker/dealers and the
investing public. (At no time shall the Sub Contractor provide services which
would require the Sub Contractor to be registered and licensed with any federal
or state regulatory body or self- regulating agency). During the term of this
agreement to the Sub Contractor will provide these services customarily provided
for a public relations company.
COMPENSATION
In consideration for the services provided by Sub Contractor to the
Consultant. The Consultant shall deliver to the Sub Contractor 50,000 Winner's
Internet Network stock purchase warrants within seven to ten business days.
These warrants entitle the Consultant and now the Sub Contractor to
purchase shares of Winner's Internet Network at $2.50 per share and have an
expiration of twelve months.
Also at the signing Consultant shall deliver 5,000 shares free trading
common stock to the Sub Contractor and in 30 days of signing another 5,000
shares shall be delivered to Sub Contractor.
Starting on the 45th day of signing and every thirty day thereafter for
the next six months Consultant will deliver to Sub Contractor 1,000 shares of
free trading common stock, for a total of 6,000 additional shares.
REPRESENTATION OF CORPORATION
The Consultant upon entering this agreement with Sub Contractor passes
on the representation of Winner's Internet Network here after referred
"Corporation" to the Sub Contractor in that all information is subject to the
following:
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The Corporation, upon entering this agreement, hereby warrants and
guarantees to the Consultant that all statements, either written or oral, made
by the Corporation to the Consultant are true and accurate, a contain no
misstatements of a material fact. The Corporation acknowledges that the
information it delivers to the Consultant will be used by the Consultant in
preparing materials regarding the Company's business, including but not
necessarily limited to, its financial condition, for dissemination to the
public. Therefore, in accordance with Paragraph 6, below, the Corporation shall
hold harmless the Consultant from any and all errors, omissions, misstatements,
negligent or intentional misrepresentations, in connection with all information
furnished by Corporation to Consultant, in accordance with and pursuant to the
terms and conditions of this Agreement for whatever purpose or purposes the
Consultant sees fit to use said information. The Corporation further represents
and warrants that as to all matters set forth within this Agreement, the
Corporation has had independent legal counsel and will continue to maintain
independent legal counsel to advise the Corporation of all matters concerning,
but not necessarily limited to, corporate law, corporate relations, investor
relations, all manners concerning and in connection with Company's activities
regarding the Securities Act of 1933 and 1934, and state Blue Sky laws.
All information that Sub Contractor utilizes his efforts shall come
from the Corporation and shall be approved by the Corporation for their use.
NOTICES
Notices to be sent pursuant to the terms and conditions of this
Agreement, shall be sent as follows:
Wall Street Investment Corp.
c/o Xxxxx Xxxxxx
0000 Xxxx Xxxxx Xxxxx, Xxxxx 000
Xxxxxxxxx, XX 00000
Columbia Financial Group
c/o Xxx Rieu
00000 Xxx Xxxxxxxx Xx., Xxxxx X-000
Xxxxxxxx, XX 00000
HEADINGS
Headings used throughout this Agreement are for reference and
convenience, and in no way define, limit to describe the scope or intent of this
Agreement or effect its provisions.
IN WITNESS WHEREOF, the parties have set their hands and seal as of the
date written above.
BY: /S/ XXXXXXX X. RIEU
Xxxxxxx X. Rieu, President
Columbia Financial Group
BY: /S/ XXXXX X. XXXXXX, PRESIDENT
Wall Street Investment Corp.
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