MODIFICATION TO AGREEMENT
This agreement ("Modification") is executed as a modification
to the Agreement ("Agreement") dated March 7, 1999, between
Infocall Communications Corp. ("Infocall" or the "Company") and The
Interactive Business Channel ("IBC"). Infocall and IBC are
collectively referred to as the "Parties".
Whereas the Parties executed the Agreement which provided that IBC
would perform certain public relations and consultant services for
the Company.
Whereas the general corporate and Internet consulting services have
or are to be performed by Xxxxxxx Xxxxxx individually;
Now therefore on the stated premises and for and in
consideration of the mutual covenants and agreements hereinafter
set forth and the mutual benefits to the parties to be derived
herefrom, the parties hereby agree as follows:
1. The scope of the Agreement is modified so as to delete the
paragraph on page one which reads, "Whereas IBC will consult
with CLIENT to design and implement a comprehensive strategic
Internet advertising and marketing campaign. Under this
arrangement, IBC will assist the company in all aspects of
planning, implementing and managing its Internet business
strategy".
I. The following compensation replaces the compensation set forth
in the Agreement. The compensation section set forth in page
two of the Agreement is modified and amended to read in full
as follows:
* IBC will receive256,401 plus 375,000 rule 144 restricted
shares of Infocall (OTCBB: INFE) plus 100,000 cashless
exercisable warrants with piggyback registration rights
to purchase shares of Infocall at a price of $2.40 per
share for a period of 18 months.
* Client represents that it has a controlling interest in
XXXxxxxxxxx.xxx and will transfer to IBC 2.5% of the
total outstanding shares of XXXxxxxxxxx.xxx Inc. Such
shares shall be restricted with piggyback registration
rights.
* IBC will receive 5% of the equity compensation CLIENT
receives for any of its new clients when IBC is hired to
perform consulting services.
* IBC will receive first rights of refusal to offer its
services to CLIENT's new clients.
2. All other terms in the Agreement not in conflict with the
above remain in full force and effect, and the Parties reaffirm all
such terms and provisions not in conflict with this Modification.
3. This agreement may be executed in multiple counterparts, each
of which shall be deemed and original and all of which taken
together shall be but a single instrument. For purposes of this
agreement, facsimile signatures may be deemed originals.
Exhibit - 10.18 - Pg. 2
Executed this 30 day of March, 2000.
INFOCALL COMMUNICATIONS CORP.
By: T.M. Richfield
Title:____/s/T.M. Richfield____
INTERACTIVE BUSINESS CHANNEL
/s/Xxxxxxx Xxxxxx
BY: Xxxxxxx Xxxxxx
President
