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EXHIBIT 10.107
CONSULTING AGREEMENT
A. This consulting agreement ("Agreement") is entered into this 7th day
of December 1998 between American Artists Entertainment Corporation, a Missouri
corporation with its principal offices at 6600 Peachtree Dunwoody Road, Building
600, Suite 250, Atlanta, Georgia 30328 (the "Company"), and Xx. Xxx Xxxxxxx, an
individual with a residence located at 0000 Xxxxxxxxxxx Xxxxx, Xxxxxxx
Xxxxxxxxxx 00000.
B. This Agreement has been created for the purpose of defining the
relationship between the two parties during the term, as defined hereafter, in
which they join their efforts in the creation, development, packaging and
production of certain entertainment properties.
C. Properties included under this Agreement shall include all projects
created and/or developed by Xx. Xxxxxxx or derived from literary or other works
(henceforth the "Properties"). During the term of this Agreement, Xx. Xxxxxxx
will receive thirty three percent (33%) of all Net Revenues derived by the
Company from the Properties in all media now known or hereafter devised in all
territories of the universe, including revenues received from exploitation of
remakes, sequels and other derivative works and litigation recoveries relating
to such Properties (Net Revenues shall be defined as Gross Revenues less those
costs directly associated with the production of the particular Properties and
any related actual out-of-pocket distribution expenses.).
Xx. Xxxxxxx will also receive either "Executive Producer" or "Producer"
credit (or other appropriate credit, such as "Created By" in the case of a
television series or feature film, and as mutually agreed upon by Xx. Xxxxxxx
and the Company) on all projects that Qurashi conceives or originates or on
which Qurashi renders material development and/or production services.
The Properties referred to in the preceding paragraphs above shall be
defined in Exhibit "A," attached hereto and made a part hereof. Exhibit A shall
be amended from time to time as additional Properties are conceived by Xx.
Xxxxxxx and become subject to the terms of this Agreement. All Properties shall
remain included on Exhibit A for a period of six (6) months from their date of
inclusion in such exhibit unless otherwise agreed to by the parties. At the end
of the six (6) month term all rights to such Properties shall revert in their
entirety to Xx. Xxxxxxx unless otherwise agreed upon by both parties.
D. The term of this Agreement (the "Term") shall be for a period of
twelve (12) months from the date of signing.
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E. During the Term of this Agreement and for a period of twelve (12)
months subsequent to the end of this Agreement, Xx. Xxxxxxx shall not divulge,
share and/or make public any trade secrets of the Company and/or its clients.
Without limiting the generality of the foregoing, such trade secrets shall
include: the identity of the Company's customers, suppliers and prospective
customers and suppliers; the identity of the Company's creditors and other
sources of financing; the Company's estimating and costing procedures and the
cost and gross prices charged by the Company for its products; the prices or
other consideration charged to or required of the Company by any of its
suppliers or potential suppliers; the Company's sales and promotional policies;
and all information relating to any of its entertainment properties. Xx. Xxxxxxx
shall not reveal said trade secrets to others except in the proper exercise of
his duties for the Company, or use his knowledge thereof in any way that would
be detrimental to the interests of the Company, unless compelled to disclose
such information by judicial or administrative process.
F. All notices and communications hereunder shall be in writing and
shall be hand delivered or sent postage prepaid by registered or certified mail,
return receipt requested, to the addresses first above written or to such other
address of which notice shall have been given in the manner herein provided.
G. All prior agreements and understandings between the parties with
respect to the subject matter of this Agreement are superseded by this
Agreement, and this Agreement constitutes the entire understanding between the
parties. This Agreement may not be modified, amended, changed or discharged,
except by a writing signed by the parties hereto and then only to the extent
therein set forth.
H. Neither party may assign any rights under this Agreement without the
express written consent of the other.
I. No waiver of any breach of this Agreement or of any objection to any
act or omission connected herewith shall be implied or claimed by any party, or
be deemed to constitute a consent to any continuation of such breach, act or
omission, unless in writing signed by the party against whom enforcement of such
waiver or consent is sought, and then only to the extent therein set forth.
J. This Agreement and the relationship of the parties shall be governed
by, and construed in accordance with, the laws of the State of Georgia, without
giving effect to conflict of law principles.
K. If any provision of this Agreement or part thereof, is held to be
unenforceable, the remainder of such provision and this Agreement, as the case
may be, shall nevertheless remain in full force and effect.
L. This Agreement shall be binding upon and inure to the benefit of Xx.
Xxxxxxx, the Company and the Company's successors and assigns.
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IN WITNESS WHEREOF, the parties hereto execute this Agreement and
intend to be hereby bound, effective as of the date first above written.
By: /s/ Xxx Xxxxxxx
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Xx. Xxx Xxxxxxx
By: /s/ Xxx Xxxxx
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Xx. Xxx Xxxxx, President
American Artists Entertainment Corporation
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EXHIBIT A
(AAEC AND QURASHI)
2/4/99 3:18 PM
POTENTIAL STRATEGIC
PROJECT LENGTH BUDGET PRODUCTION TEAM DISTRIBUTORS PARTNERS
------- ------ ------ --------------- ------------ ---------
1-Scenarios 8X 1-Hour 250-550k + per Writer: HBO The Idea Factory
President Kidnapped Showtime USA Today
There Heeere-ET's Landing NBC ADL
Viral Epidemic Producer: Learning
Terrorism CNN
Stock Market Crash Nat Geo
Director:
2-Emerging Viruses XXX XXX HBO Utne Reader
SHO
PBS
3-Civil Wars 6 X 52 Min 450-600k per Writer: HBO Xxxxxx Mag
TWA Fl 800 - Xxxxx Xxxxxxx CNN Utne Reader
Ebola & Aids - Xxx Xxxxxxxx Learning AOL
A Civil Action - Jan Schlichlmann Producer: A&E USA Today
Pers Freedom - Xxxxxxxxx PBS
Gulf War Syndrome - Xxxxx Xxxxxxxx
Director:
POTENTIAL CO-PRO SPONSORSHIP &
PROJECT PARTNERS UNDERWRITERS STATUS & NEXT STEPS
------- ---------------- ------------- -------------------
1-Scenarios Carlton UK Possible
President Kidnapped Atlantis [HOT PROSPECT]
There Heeere-ET's Landing Sony Ent
Viral Epidemic NGT/Carlton expressed interest, could be
Terrorism a multi-media franchise developed with
Stock Market Crash The Idea Factory, Global Business
Network (scenario strategists)
interested in participating
2-Emerging Viruses Carlton UK
WGBH [HOT PROSPECT]
3-Civil Wars Carlton UK Possible Research possible "civil warriors" to
TWA Fl 800 - Xxxxx Xxxxxxx WGBH focus on. Write up 1-page internal
Ebola & Aids - Xxx Xxxxxxxx Atlantis pitch piece and present to AAF
A Civil Action - Jan Schlichlmann Spin Cycle
Pers Freedom - Xxxxxxxxx Mount Rock
Gulf War Syndrome - Xxxxx Xxxxxxxx Real Life
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EXHIBIT A
(AAEC AND QURASHI)
2/6/99 3:16 PM
PROJECT DESCRIPTION
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1 - Scenarios What if...The world's leading experts in the field of scenario planning will be called upon
President Kidnapped to help construct credible cause and effect models using a major event as the trigger. The show
There Heeere - ET's can ride high-profile Hollywood movies (Airforce One, The Hot Zone, Deep Impact) and create its
Landing own that tap into events and situations moving toward the center of our cultural radar screen. The
Viral Epidemic format could consist of several possible scenarios (conservative, liberal, best-case, worst-case,
Terrorism etc.) with personal dramatizations ala "Testament" in the more expensive 2-hour presentation of a
Stock Market Crash single scenario with expert interviews, stylized dramatizations and computer effects in a 1-hour
version.
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2 - Emerging Viruses, et. al. We begin with a piece of evidence - a memo from the US Navy to a California Pharmaceutical Company
regarding the development of biological agents identical to Ebola, AIDS and soft-tissue cancers...
our detective work begins and the mystery unfolds a la "60 minutes" meets "The Thin Blue Line",
with the author as hero.
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3 - Civil Wars Everyday in America everyday people are stepping forward to fight against corruption and abuse by
TWA Fl800 - Xxxxx Xxxxxxx governmental organizations and corporations. This is their story. One of heroism, sacrifice, risk
Ebola & AIDS - Xxx Xxxxxxxx and sometimes reward. "Civil Wars" is a latter day Xxxxx and Goliath that will remind us all of
A Civil Action - Jan the power of one.
Xxxxxxxxxxx We begin with a piece of evidence - metal allegedly from a UFO... a memo from the US Navy to a
Pers Freedom - Xxxxxxxxx California Pharmaceutical Company regarding the development of biological agents identical to
Gulf War Syndrome - Xxxxx Ebola and AIDS... residue from missile propellant found on the back of passenger seats 27G and H
Nicolson on TWA flight 800, and our detective work begins and the mystery unfolds a la "60 Minutes" meets
"The Thin Blue Line" with the detective as hero.
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