April 7, 2000
Astronaut Rick Serfs
14869 Oldham Dr., Ste 102
Orlando, Florida 32826
Dear Rick:
As we discussed, the following sets forth the basic terms of
the agreement between Astronaut Rick Searfoss and
Lifelong.com concerning consulting services to be provided by
you. If this proposal is acceptable to you, please sign and
return it to Chuck de Martigny at your earliest convenience.
Regular Consulting Work:
Initially Astronaut Searfoss, will perform the following work
for Lifelong.com:
- Act as a spokesman for Lifelong.com,
- Perform content consulting for the Mission2 Read and Team
Building projects,
- Act as web host for the Mission2 Read and Team Building
projects,
- Coordinate potential projects with NASA or other
astronauts,
- Supervise responses to email sent to [email protected]
- Serve on the Lifelong.com Advisory Board.
Special Projects:
In addition to the regular consulting work, Astronaut Searfoss
may be called upon to participate in special projects for LifeLong
such appearances on talk shows or special presentations subject to
his availability. Remuneration for special projects will be
negotiated on a project by project basis.
Remuneration:
Astronaut Searfoss will receive a monthly retainer of $2500.USD
payable on the fifteenth of each month beginning in April 2000 for
the regular consulting work described in the above paragraph. In
addition, approved travel and other out of pocket expenses incurred
by Astronaut Searfoss on behalf of LifeLong will be reimbursed
promptly upon submission of an expense report.
In addition to the monthly retainer, Astronaut Searfoss will
be issued 20,000 shares. of common stock of Lifelong.com at a
nominal price within 45 days of the signing of this agreement.
Furthermore, he will participate in the stock option plan to be
introduced in June or July 2000 and will be eligible for a minimum
of another 30,000 shares within the next fiscal year.
Intellectual Property:
Astronaut Searrfoss recognizes that any intellectual property
created as a result of the work done under this or subsequent
contracts shall be and remain the sole property of
Lifelong.com and waives any ownership interest in the
copyrights, trademark or patents therein. Lifelong wishes to
encourage Astronaut Searfoss to incorporate this material in
speaking engagements and agrees to coordinate such activities
according to a mutually agreeable remuneration model.
<PAGE> Exhibit 1.4 - Pg. 1
Availability:
Lifelong.com is aware of Astronaut Searfoss' prior
commitments to NASA that require another 120 days of work in
the current calendar year. It is understood that he will
devote most of his remaining time to LifeLong.
In the event that both parties are satisfied with the
relationship, LifeLong.com will probably request more of
Astronaut Searfoss' time and involve him more in its affairs
with a commensurate increase and full participation in the
stock option plan.
Terms:
The term of this agreement shall be from April 1,2000 to
March 31, 2001 and is renewable for an additional two years
at the option of both parties. There is no tacit renewal of
this agreement.
Confidentiality,
All materials provided by LifeLong.com to Astronaut Searfoss
will be held in the strictest confidence.
Yours truly,
LifeLong.com, Inc.
/s/Francis Gariepy
Francis Gariepy, Chief Financial Officer
Accepted by:
Rick Searfoss Date:
/s/Rick Searfoss April 14, 2000
<PAGE> Exhibit 1.4 - Pg. 2
