January 11, 2000
Mr. Xxxxxxx Xxxxxxxx
0000 Xxxxxx Xxxxx Xxxxx
Xxxxxxxx Xxxxxxx, XX 00000
Dear Xxxxxxx,
The purpose of this letter is to confirm our verbal agreement ("Agreement") with
regard to the consulting services ("Consulting Services") you recently provided
for GTC Telecom Corporation related to GTC's credit card processing for its
billing program.
In accordance with our Agreement, GTC agreed to (1) pay you a total of seven
thousand five hundred dollars ($7,500) ("Cash Compensation") and (2) grant you a
total of five thousand (5,000) shares of the company's common stock ("Stock
Compensation") for your successful completion of the Consulting Services. GTC
hereby acknowledges and agrees you have successfully completed the Consulting
Services as of the date of this letter, and you have now earned both the Cash
Compensation and the Stock Compensation.
With regard to the Cash Compensation, GTC (1) will pay you five thousand dollars
($5,000) on or before January 14, 2000, and (2) will pay you the remaining two
thousand five hundred dollars ($2,500) on or before February 1, 2000.
In the near future, GTC will provide you with the stock certificate
("Certificate") representing the Stock Compensation.
At the time GTC delivers the Certificate to you, the securities evidenced by
this Certificate will not be registered under the Securities Act of 1933 and
must be held by you for investment purposes only. During the holding period
required by said Securities Act, the securities represented by said Certificate
may not be sold or otherwise transferred unless there is an effective
registration statement for Certificates. However, in accordance with our
Agreement, GTC will register the securities represented by the Certificate, at
no cost to you, in conjunction with the next registration statement GTC files
with the Securities and Exchange Commission ("SEC") that will allow for the
registration of the type of securities you have received. At the present time,
GTC expects, but cannot guarantee, it will file such a registration statement
with the SEC in April of this year which will cause your securities to be
registered and free trading by May 1, 2000.
Xxxxxxx, if the above accurately represents the Agreement between you and GTC in
this matter, please indicate your agreement by signing a copy of this letter and
returning it to me. Also, please provide us with your Social Security Number,
which is required before GTC can issue you the Certificate.
Sincerely,
/s/ Xxxx Xxxxxx
Xxxx Xxxxxx
President & CEO
I agree this letter accurately states the Agreement between GTC and me regarding
the Consulting Services, the Cash Compensation and the Stock Compensation.
/s/ Xxxxxxx Xxxxxxxx
_______________________ ____________
Xxxxxxx Xxxxxxxx Date
