AGREEMENT FOR
FINANCIAL PUBLIC RELATION SERVICES
THIS AGREEMENT is entered into this day of October 24, 2000 by and between
William R. Tunnell, with his principal place of business at 20165 North 67th
Avenue, Suite 122A, Glendale, Arizona and Galtech Semiconductor Material,
Inc., (hereinafter "Client"), a Utah corporation, with its principal place of
business at 923 West 500 North, Lindon, Utah 84042. Hereinafter Client and
William R. Tunnell are referred to collectively as "Parties" and singularly as
"Party."
WHEREAS, the Parties desire to set forth the terms and conditions under which
the said services shall be performed.
Now, therefore, in consideration of these promises of the mutual covenants
herein, the Parties hereto agree as follows:
ARTICLE I - SCOPE OF SERVICES
William R. Tunnell will assist the Client on a non-exclusive basis in the
following areas:
1. Investor Relations
A. Stockholder Inquiries
B. Stockbroker Inquiries
C. Mail out materials as requested
D. Recommend and help develop Company Public Relations information
E. Place all Press Releases
2. Develop, implement and maintain an ongoing market awareness program
3. Develop new market makers
4. Develop a stock support program
5. Arrange for Investment Banking Agreement
A. $500,000 cash
B. $5,000,000 credit line
ARTICLE II - PERIOD OF PERFORMANCE
Both parties acknowledge that William R. Tunnell has been performing
services since 1 January 1999. The period of performance under this agreement
shall be a period of two years from 1 January 1999, or one year after the
approval of the SB-2 and receipt of 5A above, whichever is greater. Either
Party may cancel this agreement with 90 day notice.
ARTICLE III - CONTRACTUAL RELATIONSHIP
In performing the services under this Agreement, William R. Tunnell shall
operate as, and have the status of, an independent contractor. The Client and
William R. Tunnell will be mutually responsible for determining the means and
the method for performing the services described in ARTICLE I above.
ARTICLE IV - COMPENSATION
William R. Tunnell compensation as follows:
1. 2,000,000 shares of Client's 144 restricted common stock.
A. 6 July 1999 500,000 shares
B. Upon signing of investment banking contract 500,000 shares
C. 500,000 shares contingent upon receipt of $500,000 funding
D. 500,000 shares contingent upon receipt of $500,000 funding
ARTICLE V - PROTECTION OF PROPRIETARY RIGHTS
William R. Tunnell agrees that all information disclosed to it about the
Client's products, processes and services are the sole property of the Client
and it will not assert any rights to any confidential or proprietary
information or material, nor will it directly or indirectly, except as
required in the conduct of its duties under the Agreement, disseminate or
disclose any such confidential information.
ARTICLE VI - MISCELLANEOUS
This Agreement constitutes the entire agreement between the Client and
William R. Tunnell relating to providing financial relations services. It
supercedes all prior or contemporaneous communications, representations or
agreements, whether oral or written, with respect to the subject matter hereof
and has been induced by no representations, statements or agreements other
than those herein expressed. No agreement hereafter made between the Parties
shall be binding on either part unless reduced to writing and signed by an
authorized officer of the party bound thereby.
IN WITNESS WHEREOF, THE Parties hereto have caused this Agreement to be
executed by duly authorized officers.
GALTECH Semiconductor Materials, Inc.
By: /s/ William F. Pratt By: /s/ William R. Tunnell
-------------------- ----------------------
William F. Pratt, President & CEO William R. Tunnell, President
Date: 24 Oct. 2000 Date: 29 Oct. 2000
------------ ------------
