Ajk Perfect Renaissance Inc – ‘SB-2/A’ on 11/13/00 – EX-10.4

On:  Monday, 11/13/00, at 5:18pm ET   ·   Accession #:  1094891-0-644   ·   File #:  333-40402

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Pre-Effective Amendment to Registration of Securities by a Small-Business Issuer   —   Form SB-2
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SB-2/A      Amendment to Form SB-2                                83    350K 
 2: EX-10.1     Sales Contract                                        10     39K 
 3: EX-10.2     Credit Agreement                                      14     46K 
 4: EX-10.3     Agreement                                              3     11K 
 5: EX-10.4     Agreement                                              1      8K 
 6: EX-10.5     Agreement                                             17     57K 
 7: EX-10.6     Agreement                                             10     34K 
 8: EX-23.1     Consent of Public Accountant                           1      7K 
 9: EX-23.2     Consent of Public Accountant                           1      6K 

EX-10.4   —   Agreement

                                                            Exhibit 10.4

 AGREEMENT

This Agreement is between S.C. Perfect Renaissance SRL and its sister companies,
located in Timisoara, Romania, represented by Jacob Kieselstein ("Perfect") AND 
Techprojects International, Inc., a Delaware corporation with offices in        
Aventura, Florida, represented by Curtis J. Sittenfeld ("TPI").                 

Where Perfect wishes to acquire a United States corporation for the purpose of  
marketing its products in the United States, making investments in or acquiring 
related production facilities in the United States and possibly filing a        
registration statement with the Securities and Exchange Commission so as to     
become a public company and apply for a listing on one of the U.S. stock        
exchanges, and                                                                  

Whereas Perfect wishes to purchase machinery, equipment and materials in the    
United States for its Romanian operations, and                                  

Whereas Perfect requires various and sundry business services so as to improve  
its operations in Romania and make them more efficient and profitable, and      

Whereas TPI possesses knowledge and experience which may assist Perfect in these
endeavors,                                                                      

It is agreed that Perfect herewith retains TPI to render such business          
assistance and advice as may be required from time to time.                     

Perfect agrees to pay TPI a consulting fee of $7,500 per month payable in       
arrears beginning on June 30, 1999 and every last of the month thereafter.      
Additionally, Perfect will reimburse TPI for extraordinary expenses, including  
but not limited to travel away from home base and purchases, provided however   
that such extraordinary expenses are authorized beforehand by Perfect. TPI will 
send monthly invoices to Perfect by fax for the agreed-upon monthly fee plus any
additional expenses and Perfect agrees to remit payment promptly by wire        
transfer to TPI's bank account.                                                 

This agreement may be cancelled by either party by giving 90 days notice to the 
other party in writing. Payment of all pending invoices is required before      
cancellation goes into effect.                                                  

June 1, 1999                                                                    

/s/ jacob Kieselstein                       /s/ Curtis J. Sittenfeld            
---------------------------                 ----------------------------------  
Jacob Kieselstein                           Curtis J. Sittenfeld                
For the Perfect Renaissance Companies       For Techprojects International Inc. 

Dates Referenced Herein

This ‘SB-2/A’ Filing		Date		Other Filings
Filed on:		11/13/00		None on these Dates
		6/30/99
		6/1/99
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