Consulting Agreement
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This Consulting Agreement is made on this 4th day of December 2003.
BETWEEN
Xxxxxxxxxx Xxxxxx Shongwe, a Consultant having his mailing address at 000 Xxxx
Xx, 00xx Xxxxx, Xxxxxxxxxxxx, Xxxxx Xxxxxx; Mpumelelo Tshume, a Consultant
having his mailing address at Foyer 0, Xxxxxxxxx, Xxxx Xx, X&X Xxxxxxxxxx, Xxxx
Xxxx, Xxxxx Xxxxxx; Sindiswa Mzamo, a Consultant having his mailing address at
Xxxxx 000, Xxxxx Xxxxx,00 Xxxxx Xx, Xxxxxxxxxxxx, Xxxxx Xxxxxx; Andile Xxxxx, a
Consultant having his mailing address at X/X Xxxxx 000, Xxxxx Xxxxx,00 Xxxxx Xx,
Xxxxxxxxxxxx, Xxxxx Xxxxxx; Xxxxxx Chifadza, a Consultant having his mailing
address at 0 Xx Xxxxxxx Xx, Xxxxxxxxx, Xxxxx Xxxxxx; Xxxxxx Xxxxxxx having his
mailing address at XX Xxx 0000, Xxxxxxxxxxx, Xxxxx Xxxxxx; Shilela Malatjie, a
Consultant having her mailing address at Factory 00, Xxxxxxx Xx, Xxxxxx, Xxxxx
Xxxxxx; Xxxxxx Xxxxx, a Consultant having his address at Rm 803 8/F, Wanchai
Xxxxxxx Xxxxxxxx, 00 Xxxxxxxx Xx, Xxxx Xxxx; Xxxxxx Xxxxx Xxxxxx, a Consultant
having his address at X/X 0 Xxxxxx Xxxxxx, Xxxxxx Xxxxx, Xxxxx Xxxxxx; Siza
Mhlanga, a Consultant having his address at X/X 0 Xxxxxx Xxxxxx, Xxxxxx Xxxxx,
Xxxxx Xxxxxx; Xxx Xxxxx, a Consultant having her address at XX Xxx 00000, Xxxxx,
Xxxxx Xxxxxx; Marcus Otsile Mogakwe, a Consultant having his address at Tigrade
House, cnr. Xxxxxx & Xxxxx Xxx, Xxxxxxxxx 0000, Xxxxx Xxxxxx; X. Xxxxxx Mpanza,
a Consultant having his address at Rm Tigrade House, cnr. Xxxxxx & Xxxxx Xxx,
Xxxxxxxxx 0000, Xxxxx Xxxxxx; and Saneid Thwala, a Consultant having his address
at X/X 0 Xxxxxx Xxxxxx, Xxxxxx Xxxxx, Xxxxx Xxxxxx. The above listed Consultants
shall be referred to collectively hereafter as "Consultants" or individually as
"Consultant".
AND
Maximum Dynamics, Inc., having its office at 0 Xxxxx Xxxxxxx Xxxxxx, Xxxxx 0000,
Xxxxxxxx Xxxxxxx, Xxxxxxxx, 00000.
WHEREAS
WHEREAS, CONSULTANTS provide business development services for
businesses and professionals in the IT, mobile commerce and financial services
sector; and,
WHEREAS, Company wishes to engage the services of CONSULTANTS;
NOW, THEREFORE, in consideration of the premises and for other good and
valuable consideration, the parties hereto agree as follows:
DURATION
This agreement commences on December 4th, 2003 and will be effective until
December 4, 2004, as per the terms listed herein. Thereafter it shall be
reviewed for further extension on mutually agreeable terms.
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FINANCIAL
CONSULTANTS shall be paid for services as set forth in Exhibit A. The fees to be
paid shall be paid with shares of registered S-8 shares of Common Stock of
Maximum Dynamics, Inc. and shall be priced at a twenty percent (20%) discount to
today's bid of $0.185 per share. The number of shares and issued to each
CONSULTANT as payment for services is set forth in Exhibit A.
BINDING
This Agreement and the certificates and other instruments delivered by or on
behalf of the parties pursuant hereto constitute the entire agreement between
the parties. The terms and conditions of this Agreement shall inure to the
benefit of and be binding upon the respective heirs, legal representatives,
successor and assigns of the parties hereto, as the case may be.
APPLICABLE LAW
This Agreement is made pursuant to, and will be governed by, and construed and
enforced in accordance with, the laws of South Africa.
TERMINATION
If this agreement is terminated previous to December 4, 2004, the CONSULTANT
shall keep one twelfth (1/12) of the shares received as payment for every month
CONSULTANT was retained.
ACCEPTED
For CONSULTANT For Maximum Dynamics
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BY: /s/ Dingindawo P. Shongwe BY: /s/ Xxxxxx Xxxxxxx
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Dingindawo P. Shongwe Xxxxxx Xxxxxxx
DATE: DATE:
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BY: /s/ Mpumelelo Tshume
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Mpumelelo Tshume
DATE:
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BY: /s/ Sindiswa Mzamo
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Sindiswa Mzamo
DATE:
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BY: /s/ Andile Xxxxx
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Andile Xxxxx
DATE:
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BY: /s/ Xxxxxx Chifadza
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Xxxxxx Chifadza
DATE:
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2
BY: /s/ Xxxxxx Xxxxxxx
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Xxxxxx Xxxxxxx
DATE:
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BY: /s/ Shilela Malatjie
----------------------------
Shilela Malatjie
DATE:
--------------------------
BY: /s/ Xxxxxx Xxxxx
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Xxxxxx Xxxxx
DATE:
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BY: /s/ Xxxxxx Xxxxx Xxxxxx
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Xxxxxx Xxxxx Xxxxxx
DATE:
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BY: /s/ Siza Mhlanga
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Siza Mhlanga
DATE: /s/ Xxx Xxxxx
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BY: /s/ Xxx Xxxxx
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Xxx Xxxxx
DATE:
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BY: /s/ Marcus Otsile Mogakwe
----------------------------
Marcus Otsile Mogakwe
DATE:
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BY: /s/ X. Xxxxxx Mpanza
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X. Xxxxxx Mpanza
DATE:
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BY: /s/ Saneid Thwala
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Saneid Thwala
DATE:
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EXHIBIT A
The following sets forth the services to be rendered by each Consultant, the
fees for such services and the number of S-8 shares to be issued as payment.
Consultant Services Fees Shares
---------- -------- ---- ------
Dingindawo P. Shongwe Business development and sales $14,800 100,000
Dingindawo P. Shongwe Advisory board member compen. $22,200 150,000**
Mpumelelo Tshume Business networking/introductions $14,800 100,000
Mpumelelo Tshume Advisory board member compen. $22,200 150,000**
Sindiswa Mzamo Business networking/introductions $14,800 100,000
Sindiswa Mzamo Advisory board member compen. $22,200 150,000**
Andile Xxxxx Business networking/introductions $14,800 100,000
Andile Xxxxx Advisory board member compen. $22,200 150,000**
Xxxxxx Chifadza Sales of Technology Solutions $7,400 50,000
Xxxxxx Chifadza Business development services $7,400 50,000**
Xxxxxx Xxxxxxx Sales of Technology Solutions $7,400 50,000
Xxxxxx Xxxxxxx Sales of Technology Solutions $7,400 50,000**
Shilela Malatjie Business development and sales $7,400 50,000
Shilela Malatjie Business development and sales $7,400 50,000**
Xxxxxx Xxxxx Business networking/introductions $3,700 25,000
Xxxxxx Xxxxx Business networking/introductions $3,700 25,000**
Xxxxxx Xxxxx Xxxxxx Business development and sales $3,700 25,000
Xxxxxx Xxxxx Xxxxxx Business development and sales $3,700 25,000**
Siza Mhlanga Sales of Technology Solutions $3,700 25,000
Xxx Xxxxx Sales of Technology Solutions $11,100 75,000
Marcus Otsile Mogakwe Sales of Technology Solutions $3,700 25,000
X. Xxxxxx Mpanza Sales of Technology Solutions $3,700 25,000
Saneid Thwala Sales of Technology Solutions $2,960 20,000
** Shares shall be restricted shares.
ADDENDUM
Pursuant to the Agreement signed on December 4, 2003, this Addendum sets forth
the continued services of the Consultants listed below which shall be governed
by the terms and conditions of the Agreement above as agreed to on December 4,
2003. Payments for the respective services to be rendered, the fees for such
services and the number of S-8 shares to be issued as payment are set forth as
follows:
Consultant Services Fees Shares*
---------- -------- ---- -------
Dingindawo Shongwe Business development and sales $7,200 50,000**
Mpumelelo Tshume Business networking/introductions $28,800 200,000
Mpumelelo Tshume Project management services assistance $7,200 50,000**
Sindiswa Mzamo Business networking/introductions $14,400 100,000
Sindiswa Mzamo Project management services assistance $7,200 50,000**
Andile Xxxxx Business networking/introductions $7,200 50,000**
Xxxxxx Xxxxx Xxxxxx Account management and sales $7,200 50,000
Xxxxxx Xxxxx Xxxxxx Biz Process Management software dev. $7,200 50,000**
Xxx Xxxxx Sales of Technology Solutions $3,600 25,000**
* Number of shares is calculated taking a 20% discount off of the bid price,
which was $0.18 per share on January 20, 2004. ** Shares shall be restricted
shares.
Accepted this 20th day of January, 2004 by:
For CONSULTANT For Maximum Dynamics
BY: /s/ Dingindawo P. Shongwe BY: /s/ Xxxxxx Xxxxxxx
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Dingindawo P. Shongwe Xxxxxx Xxxxxxx
DATE: DATE:
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BY: /s/ Mpumelelo Tshume
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Mpumelelo Tshume
DATE:
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BY: /s/ Sindiswa Mzamo
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Sindiswa Mzamo
DATE:
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BY: /s/ Andile Xxxxx
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Andile Xxxxx
DATE:
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BY: /s/ Xxxxxx Xxxxx Xxxxxx
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Xxxxxx Xxxxx Xxxxxx
DATE:
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BY: /s/ Xxx Xxxxx
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Xxx Xxxxx
DATE:
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