EXHIBIT 10.26
CONSULTING AGREEMENT
This Consulting agreement ("Agreement") is entered into this 27th day
of February 1997 by and between Financial Intranet Inc., formerly Wee Wees Inc.,
(hereinafter referred to as "FNTN"), with principle offices at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ Suite 314 and ▇▇. ▇▇▇▇▇ ▇▇▇▇ (hereinafter referred to as "▇▇.
▇▇▇▇") with principle residence at
Whereas FNTN wishes to retain ▇▇. ▇▇▇▇ as a consultant to FNTN during
its development stages ; and
Whereas FNTN contemplates entering into a long term employment with ▇▇.
▇▇▇▇ as one of the considerations offered to ▇▇. ▇▇▇▇ to undertake the
consultancy activities with FNTN; and
Whereas ▇▇. ▇▇▇▇ wishes to aid FNTN as a consultant during its
development stages; and
Whereas ▇▇. ▇▇▇▇ intends to accept, when and if offered by FNTN, an
acceptable long term employment agreement;
Now Therefore it is agreed as follows:
1. The above preamble to this Agreement, representing the intent of ▇▇.
▇▇▇▇ and FNTN to one and other is hereby incorporated and made part of this
Agreement.
2. FNTN, being unable, at this time, to offer and support a long term
employment agreement with Ms. Man, agrees to retain Ms. Man as a paid consultant
to aid FNTN to expand and implement its marketing activities and sales staff as
more fully described in the original business plan attached hereto for reference
purposes.
3. FNTN agrees to pay to ▇▇. ▇▇▇▇ a consulting fee, payable from funds
when and if available on a priority basis , a monthly stipend of $5,417, (the
"Consulting Fee") during the period commencing with the date of this Agreement
and terminating upon the date that FNTN and ▇▇. ▇▇▇▇ execute and enter into a
mutually acceptable Employment Agreement,
4. In the event FNTN does not pay the Consulting Fee to ▇▇. ▇▇▇▇ for
two (2) consecutive months, then in that event, ▇▇. ▇▇▇▇ may, at her sole
option, terminate this Agreement upon advising FNTN in writing of her intention
to terminate her activities as a consultant.
(A) Upon termination as provided for hereinabove, neither FNTN or ▇▇.
▇▇▇▇ shall ha; e any further liability to each other with the exception
that FNTN shall remain liable to pay to ▇▇. ▇▇▇▇ any Consulting Fees
due but not paid to ▇▇. ▇▇▇▇ as well as any out of pocket expenses
incurred or advanced by ▇▇. ▇▇▇▇ for the account of FNTN in her
furtherance of her consulting activities for FNTN under the terms of
this Agreement.
5. FNTN shall advance or repay to ▇▇. ▇▇▇▇, as the case may be, for any
out-of-pocket expenses incurred or advanced by ▇▇. ▇▇▇▇ in performing her duties
under the Agreement for the benefit of FNTN.
(A) Any single expense in excess of fifty dollars ($50) shall require
the approval of FNTN's President prior to ▇▇. ▇▇▇▇ expending or
incurring funds equal to or greater than any single expense of $50.
6. It is the intent of this Agreement to establish a long term
employment agreement between FNTN and ▇▇. ▇▇▇▇, at the earliest time, during
which FNTN can implement the terms of the long term employment agreement
provided that:
(B) This Agreement shall still be in effective at the time
that employment agreement is offered by FNTN, accepted by ▇▇.
▇▇▇▇ and executed by FNTN and ▇▇. ▇▇▇▇ and approved by FNTN's
President; and
(B) The term of the long term employment agreement shall be
for a term not less than three (3) years with acceptable
renewal clauses.; and
(C) During the term of this Agreement as well as during the
term of the long term employment agreement, ▇▇. ▇▇▇▇ shall act
as FNTN's Acting Senior Vice President of Sales and Marketing
and serve as FNTN's Senior Vice President FNTN.
7. As an inducement for ▇▇. ▇▇▇▇ to enter into this Agreement, FNTN
agrees to provide to ▇▇. ▇▇▇▇ a total of 500,000 shares of 50.001 par value of
FNTN'S common stock, to be considered at being issued to ▇▇. ▇▇▇▇ for a value of
$500.00 and as an additional payment applied to the consulting activities to be
provided by ▇▇. ▇▇▇▇ to FNTN.
(A) The shares issued hereunder are being provided from FNTN's
treasury shares and at a value equal to the par value of the
shares since there is currently no market for the shares
issued to ▇▇. ▇▇▇▇ hereinabove).
(B) The shares to be issued hereunder shall be made available
as soon as practical and shall be effectively issued the
effective date of this Agreement as first written above.
8. This Agreement may be terminated unilaterally by FNTN in the event
Ms. Man an: FNTN has not negotiated, agreed to and executed a long term
employment by and between FNTN and ▇▇. ▇▇▇▇ by January 28, 1998.
(A) Upon termination as provided for hereinabove,
neither FNTN or ▇▇ ▇▇▇▇ shall have any further liability to
each other with
the exception that FNTN shall remain liable to pay to ▇▇. ▇▇▇▇
any Consulting Fees due but not paid to ▇▇. ▇▇▇▇ as well as any
out of pocket expenses incurred or advanced by for the account
of FNTN in furtherance of consulting activities for FNTN under
the terms of this Agreement.
9. The terms of this Agreement have been approved by FNTN's Acting
President.
10. This Agreement shall be construed and interpreted under the laws of
the state of New York.
11. The terms of this Agreement has been negotiated between ▇▇. ▇▇▇▇
and FNTN in New York City, New York State and represents the full understandings
between the parties and may not be amended except by a writing signed by both
parties.
Read and Agreed.
FINANCIAL INTRANET, INC.
/S/▇▇▇▇▇ ▇▇▇▇ By: /s/▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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