CONSULTANT COMPENSATION AGREEMENT NO. 1
THIS CONSULTANT COMPENSATION AGREEMENT (the "Plan") is made this
10th day of December, 1996, among Summa Vest, Inc., a Utah corporation ("Summa
Vest"); and Xxxxx X. Xxxxxx, Xxxxxxx X. Xxxxxx, Xxxxxxx X. Xxxxxxxxxx, Esq.
and Xxxxx X. Xxxxxx, Esq., who have executed and delivered this Plan by the
execution and delivery of the Counterpart Signature Pages which are designated
as Exhibits "X," "X," "C" and "D" hereof (collectively, the "Consultants").
WHEREAS, the Board of Directors of Summa Vest has adopted a
written compensation agreement for compensation of four individual Consultants
who are natural persons; and
WHEREAS, Summa Vest has engaged the Consultants to provide
services at the request of and subject to the satisfaction of its management;
and
WHEREAS, the Consultants have provided services at the request and
subject to the approval of the management of Summa Vest; and
WHEREAS, a general description of the nature of the services
performed by the Consultants and the maximum value of such services under this
Plan are listed in the Counterpart Signature Pages; and
WHEREAS, Summa Vest and the Consultants intend that this Plan and
the services performed hereunder shall be made, requested and performed in
such a manner that this Plan shall be a "written compensation agreement" as
defined in Rule 405 of the Securities and Exchange Commission ("Commission")
pursuant to which Summa Vest may issue "freely tradeable" shares of its common
stock as payment for services rendered pursuant to an S-8 Registration
Statement to be filed with the Commission by Summa Vest,
NOW, THEREFORE, in consideration of the mutual covenants and
promises contained herein, it is agreed:
Section 1
Compensation Plan
1.1 Employment. Summa Vest hereby employs the Consultants and
the Consultants hereby accept such employment, and have and will perform the
services requested by management of Summa Vest to its satisfaction during the
