Looks like ARXA is on a mission for acquisitions:
April 2, 1998
Mr. John Newton, President
Newturn Oil
P.O. Box 61031
Houston, TX. 77208
Dear Mr. Newton,
ARXA International Energy, Inc. is aggressively engaged in the search for
low risk oil and gas exploration projects, production acquisitions, merger
partners, corporate acquisition opportunities and private investment capital.
In this regard, you have represented you have contacts in the industry and
within the financial community that you would like to introduce to ARXA for a
negotiated finder's fee. Accordingly, a fee schedule is set forth below:
1. On each exploration project or production acquisition referred to ARXA in
writing and by personal introduction, ARXA hereby agrees to compensate you
by paying to you a fee equal to 2% of the total acquisition cost to ARXA,
plus a 2% overriding royalty interest to be paid out of future revenues.
2. On each corporate level merger or corporate level acquisition referred to
ARXA in writing and by personal introduction, ARXA hereby agrees to
compensate you by paying to you a cash fee equal to 2% of the corporation
merged with or acquired, plus shares of ARXA S-8 or restricted common stock
equal to the 2% cash fee paid, also paid at closing.
3. If you are successful in raising corporate equity investment for ARXA, you
will receive a cash fee upon closing equal to 6% of the money raised, to be
paid at closing.
4. ARXA agrees to not circumvent Newturn on any clients introduced to ARXA in
writing and by personal introduction.
In addition, Mr. Newton, upon commencement of actual negotiations with one or
more of your corporate level merger or acquisition referrals, I will recommend
to the Board of Directors of ARXA that you be placed on a month-to-month
retainer of 2,500 shares of ARXA S-8 stock. Such compensation requires Board
of Directors approval and notice must be filed with the Securities and Exchange
Commission using form 8-K.
Please acknowledge your acceptance of this agreement by signing in the space
provided below:
Agreed and Accepted: Agreed and Accepted:
- ----------------------------- --------------------------------
John Newton, President L. Craig Ford, President
Date: Date:
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Pretty sweet deal for Mr. Newton too.... |
