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Accoona Corp – IPO: ‘S-1’ on 8/3/07 – EX-10.5

On:  Friday, 8/3/07, at 12:08pm ET   ·   Accession #:  1144204-7-40063   ·   File #:  333-145086

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 8/03/07  Accoona Corp                      S-1                   20:25M                                    Vintage/FA

Initial Public Offering (IPO):  Registration Statement (General Form)   —   Form S-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-1         Registration Statement (General Form)               HTML   1.07M 
 2: EX-10.1     Material Contract                                   HTML     11K 
10: EX-10.11    Material Contract                                   HTML    401K 
11: EX-10.12    Material Contract                                   HTML      8K 
12: EX-10.13    Material Contract                                   HTML     10K 
13: EX-10.14    Material Contract                                   HTML      9K 
14: EX-10.15    Material Contract                                   HTML     67K 
15: EX-10.16    Material Contract                                   HTML     77K 
16: EX-10.17    Material Contract                                   HTML     50K 
17: EX-10.18    Material Contract                                   HTML     47K 
18: EX-10.19    Material Contract                                   HTML     36K 
 3: EX-10.2     Material Contract                                   HTML      8K 
 4: EX-10.3     Material Contract                                   HTML      8K 
 5: EX-10.4     Material Contract                                   HTML      8K 
 6: EX-10.5     Material Contract                                   HTML     15K 
 7: EX-10.6     Material Contract                                   HTML     60K 
 8: EX-10.7     Material Contract                                   HTML     48K 
 9: EX-10.9     Material Contract                                   HTML    439K 
19: EX-21       Subsidiaries of the Registrant                      HTML     10K 
20: EX-23.1     Consent of Experts or Counsel                       HTML     10K 


EX-10.5   —   Material Contract


This exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



 
AMENDMENT TO CONSULTING AGREEMENT
 
 
Amendment, dated as of August 4, 2006 by and between Accoona Corp., a Delaware corporation (“Company”), and S.P.B.D. Consulting Corp., a New York corporation (“Consulting Firm”)
 
W I T N E S S E T H:
 
WHEREAS, Company and Consulting Firm are parties to a Consulting Agreement dated as of November 1, 2004 (as amended to date, the “Consulting Agreement”); and
 
WHEREAS, the Consulting Agreement provides for the Services (as defined in the Consulting Agreement) to be provided by Armand Rousso (‘Consultant”) or such other persons as Consulting Firm may designate.
 
NOW, THEREFORE, in consideration of the foregoing premises and the covenants and agreements herein contained and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto intending to be legally bound, hereby agree as follows:
 
1.  Section 4(a) of the Consulting Agreement is hereby amended and restated to read in its entirety as follows:
 
“(a) As consideration for Consulting Firm’s agreement to enter into this Agreement and rendering the Services, Company shall pay to Consulting Firm throughout the Consulting Period a fee at the rate of $1,560,000 per year; provided, however, such rate shall decrease to the rate of $780,000 per year effective January 1, 2007 (the “Consultant Fee”); such fee payable generally in quarterly installments upon presentation of invoices for the quarter.
 
2.  In the event of any conflict between the terms of this Amendment and any prior amendment to the Consulting Agreement, the terms of this Amendment shall prevail. Without limiting the foregoing, the provisions in the amendment(s) to the Consulting Agreement identifying particular Advisors and the amounts to be paid for their services are null and void.
 
3.  Except as specifically amended hereby, the Consulting Agreement shall continue in full force and effect unmodified and the parties hereby reaffirm the same.
 
 

 
 
IN WITNESS WHEREOF, this Amendment has been executed by and on behalf of the parties hereto to become effective as of the day and year first above written.
 
     
  ACCOONA CORP.
 
 
 
 
 
 
  By:   /s/ Stuart S. Kauder
 
Stuart S. Kauder
Chief Executive Officer
 
     
  S.P.B.D. CONSULTING CORP.
 
 
 
 
 
 
  By:   /s/ Armand Rousso
 
Armand Rousso
Chief Executive Officer
 
 
2

 

Dates Referenced Herein

This ‘S-1’ Filing    Date    Other Filings
Filed on:8/3/07None on these Dates
1/1/07
8/4/06
11/1/04
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Filing Submission 0001144204-07-040063   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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