This Pillaging is more modest ...
but the nature of the consultant is unclear:
ENHANCED SERVICES COMPANY, INC.
Consulting Agreement
In consideration of the agreement of ENHANCED SERVICES COMPANY, INC. (the "Company") to compensate INTERSTOCK INVESTORS CORPORATION as an independent consultant ("Consultant") with respect to services previously rendered and, in addition, to provide from time to time services for the term and at the compensation rate specified below, Consultant agrees with the Company as follows:
1. Performances of Services. The Company expressly acknowledges and agrees that Consultant has performed substantial services for the Company prior to the date hereto for which Consultant has not been compensated adequately, including compensation paid pursuant to consulting agreements with one or more affiliates of Consultant. Accordingly, the Company agrees that, although Consultant is agreeing hereby to make itself available on a limited basis for consulting services, substantially all of the fees payable hereunder are with respect to such prior services and do not require the performance of any services by Consultant in the future. The services that Consultant agrees hereby to perform in the future shall consist generally of strategic planning, implementation of business development planning and advice with respect to corporate finance and Internet industry analysis.
2. Term. The term of this Agreement shall be for five years ("Term"), commencing January 1, 1999. During the Term, Consultant agrees to make itself available from time to time to perform services, but shall be not be required to devote more than five hours per week or twenty hours per month to providing services hereunder. On request, Consultant agrees to make itself available to the Company's subsidiary and affiliated corporations.
3. Compensation and Expenses. The Company will pay compensation to Consultant during the Term at the rate of $20,000 per month, without deduction. In addition, the Company shall grant to Consultant a stock purchase warrant (the "Warrant") to acquire two hundred thousand (200,000) shares of the common stock of the Company ("Common Shares") at an exercise price of $0.50 per share, which Warrant shall be fully vested and exercisable on the date of issuance and for two years thereafter. The Warrant shall be substantially in the form set forth as Exhibit A thereto. During the Term, the Company shall provide reimbursement for office expenses in Rhode Island, including secretarial assistance, up to $3,000 per month.
[HPD: Another PLUS, PLUS, PLUS contract, and now ESVS has to fund yet another office!]
Consultant will be entitled to reimbursement of previously approved expenses monthly in arrears upon submission of receipts and expense vouchers to the Company. The Company agrees to provide first class airfare for trips on Company business which are in excess of one and one-half hours flying time. Reimbursable expenses shall include, but not be limited to, telephone, facsimile, office supplies and costs, and travel expenses.
As additional consideration for compensation to be paid to Consultant, Consultant agrees to allow the Company to use its name in connection with information that may be disseminated concerning the Company.
[HPD: Hmmm, that latter could be useful to support another P&D. And there's still another one of these!!] |