VIDEO LOTTERY TECHNOLOGIES, INC.
000 Xxxxxxxxx Xxxxxx Xxxxx. Suite 911
Atlanta, GA 30346
Tel. 404/000-0000
Fax 404/000-0000
November 29, 1994
Xx. Xxxxxxx X. Xxxx, Chairman
International Equity Partners
0000 Xxxxxxxxxxx Xxxxxx, XX
Xxxxx 000
Xxxxxxxxxx, XX 00000
Dear Xxxx:
This will confirm our agreement concerning services to be rendered by you
as a consultant to Video Lottery Technologies, Inc. (the "Company").
It is agreed as follows:
1. The Company hereby retains you as a Consultant for a period commencing
with the date of your election as Chairman of the Board of Directors of the
Company and ending on the date you cease to serve as a Director of the Company,
or on such other date as you and the Company may agree.
2. The Company hereby retains you to provide the Company with your advice
and assistance relating to the promotion of the Company's business, domestically
and internationally, and otherwise to assist in the development of business
opportunities for the Company. It is understood that your services as a
Consultant hereunder shall be separate and distinct from any services otherwise
being or to be provided by International Equity Partners, whose relationship
with the Company is covered by a separate agreement; and are also separate and
distinct from your duties and responsibilities as a Director and Chairman of the
Board of Directors of the Company.
3. In consideration of your performing services as a Consultant hereunder,
the Company shall pay you at the rate of $1,000 per day for each day in which
you perform such services, plus reimbursement of your expenses incurred in
connection therewith, payable within fifteen (15) days after the end of each
month during which you perform such services. Such reimbursement of expenses
shall be in accordance with existing Company policies.
Xx. Xxxx
November 29, 1994
Page -2-
4. During the term hereof, you agree to use your best efforts, skill,
knowledge and experience in the performance of your services as a Consultant
hereunder; and you will not directly or indirectly maintain any business or
financial interest, or engage in any business or financial activity, or perform
similar type services as provided hereunder which conflict with the interests of
the Company or otherwise interfere with your ability fully to discharge your
services hereunder. You also agree not to disclose, either during the term
hereof or thereafter, any unpublished or confidential proprietary information
concerning the business of the Company obtained by you hereunder.
5. It is understood that you will be performing your services as a
Consultant hereunder as an independent contractor, and not as an agent or
employee of the Company.
6. This agreement calls for your personal services and is not assignable by
you.
7. You or the Company may terminate this agreement, without penalty, at any
time and for any reason, upon ninety (90) days' prior written notice to the
other.
8. You hereby acknowledge that you have received and have read the
Company's Code of Conduct and agree to abide by its provisions.
If the foregoing correctly reflects our agreement, please so acknowledge
below where indicated and return one copy to me, retaining the original of this
letter for your files.
Sincerely,
/S/
X. Xxxxxxx Xxxxxxxxxxx
JSV/jjd
ACCEPTED AND AGREED TO:
/S/
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Xxxxxxx X. Xxxx
Date: Dec. 2, 1994
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