CONSULTING AGREEMENT
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CONSULTING AGREEMENT dated as of January 17, 2000 between LAKOTA
TECHNOLOGIES, INC., a Colorado corporation, ("Lakota"), on the one hand, and M.
XXXXXXX XXXXXX ("Xxxxxx"), XXXXX X. XXXXXXXX ("Xxxxxxxx"), and VI XXX ("Xxx"),
on the other hand. Each of Cutler, Lebrecht, and Xxx shall be referred to as a
"Consultant" and collectively as the "Consultants").
WHEREAS:
A. Consultants have agreed to render consulting services with regard to
the negotiation and completion of a stock exchange between Lakota and the
majority shareholders of AGM, Inc., a Nevada corporation (the "AGM
Shareholders").
B. In the event Lakota is able to complete the Stock Exchange with the
AGM Shareholders, Lakota wishes to compensate Consultants for their consulting
services.
NOW THEREFORE, it is agreed:
1. Cash Compensation. Lakota shall pay by bank wire to Consultants, or
their assigns, a consulting fee of $50,000.00 immediately upon the execution of
a stock exchange agreement with the AGM Shareholders. The fee shall be
accounted for as follows: $40,000 to Xxxxxx and $10,000 to Lebrecht.
2. Stock Compensation. Lakota shall pay and cause to be issued to
Consultants, or their assigns, a consulting fee of 1,500,000 shares of common
stock of Lakota (the "Shares") immediately upon the execution of a stock
exchange agreement with the AGM Shareholders. The parties hereto agree that the
value of such Shares shall be 50% of the average closing bid price for the 5
business days preceding this Agreement. The Shares shall be issued in the
following manner: 1,050,000 shares to Xxxxxx, and 225,000 shares to each of
Lebrecht and Xxx. Such shares shall be subject to registration by Lakota on
Form S-8, at Lakota's sole expense, within 15 days of Lakota becoming eligible
for such registration.
3. Miscellaneous. This Agreement (i) shall be governed by the laws of
the State of California; (ii) may be executed in counterparts each of which
shall constitute an original; (iii) shall be binding upon the successors,
representatives, agents, officers and directors of the parties; and (iv) may not
be modified or changed except in a writing signed by all parties.
This Consulting Agreement has been executed as of the date first above
written.
LAKOTA TECHNOLOGIES, INC.
/s/ Xxx Xxxxxxxx /s/ M. Xxxxxxx Xxxxxx
_______________________________ ______________________________
By: Xxx Xxxxxxxx, President M. Xxxxxxx Xxxxxx
/s/ Xxxxx X. Xxxxxxxx /s/ Vi Xxx
_______________________________ ______________________________
Xxxxx X. Xxxxxxxx Vi Xxx
