EXHIBIT 10.10
AMENDMENT TO THE CONSULTING AGREEMENT DATED FOR
REFERENCE MARCH 31, 1999 (THE "CONSULTING CONTRACT")
BETWEEN LARI ACQUISITION COMPANY, INC (THE "COMPANY")
AND EMANUEL WEINTRAUB (THE "CONSULTANT")
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This Amendment is dated for reference the 1st day of August, 1999
WHEREAS:
A As presently structured, the Company is obligated to pay to the Consultant
the sum of $27,775 per month pursuant to the Consulting Contract;
B. The Company wishes to lower its monthly payments under the Consulting
Contract and the Consultant has agreed to accommodate the Company's request
on the terms and conditions of this Amendment; and
C. The parties to this Amendment have agreed that the Consultant will defer
$7,775 of the present monthly compensation under the Consulting Contract
with a balloon payment of all of said deferred compensation, with interest
thereon, to be paid by the Company to the Consultant upon expiration or
sooner termination of the Consulting Contract;
NOW THEREFORE, in consideration of the mutual covenants, agreements, warranties
and other good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the parties agree with each other as follows:
1. All capitalized terms in this Amendment shall have the meaning as defined
in the Consulting Contract.
2. Sections 4 and 18 of the Consulting Contract are amended such that,
effective as of August 1, 1999, the Company agrees to pay the Consultant
for the Services, subject to paragraphs 17 through 19 of the Consulting
Contract, as follows:
a. $20,000 per month, for each month the Consultant provides the Services
for the Company, payable on the last day of the month with the first
payment due on August 31, 1999; and
b. an amount equal to $7,775 for each month, commencing on August 1,
1999, that the Consultant provides the Services for the Company,
together with interest at the rate of 9% per annum, calculated as
simple annual interest, to accrue monthly from August 1, 1999 until
fully paid, all payable upon expiration or sooner termination of the
Consulting Contract By way of example, if the Consulting Contract is
validly terminated on July 31, 2000, the amount due shall be 12 X
$7,775 plus the interest accruing on each respective monthly sum.
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3. In the event that the Consulting Contract should terminate for any reason,
including, without limitation, those reasons set forth in paragraph 17 of
the Consulting Contract, the amount set forth in paragraph 2(b) of this
Amendment shall be immediately due and payable to the Consultant.
4. The Consultant acknowledges that the payment provided for in Section 2 of
this Amendment is to be full payment and reimbursement for providing the
Services.
5. Except as otherwise expressly modified herein, the Consulting Contract
remains in full force and effect.
6. All dollar amounts referred in this Amendment are stated in United States
of America currency.
7. This Amendment may be executed in any number of counterparts, each of which
when delivered shall be deemed to be an original and all of which together
shall constitute one and the same document. A signed facsimile or
telecopied copy of this Amendment shall be effectual and valid proof of
execution and delivery.
IN WITNESS WHEREOF the parties hereto have duly executed this Amendment as of
the day and year first above written.
LARI ACQUISITION COMPANY, INC.
Per: /s/ Illegible
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Authorized Signatory
SIGNED, SEALED AND DELIVERED by )
EMANUEL WEINTRAUB in the presence )
of: )
)
)
----------------------------------- ) /s/ Emanuel Weintraub
Witness ) -------------------------------------
) EMANUEL WEINTRAUB
----------------------------------- )
Address )
