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Exhibit 4.3
FORM OF CONSULTING AGREEMENT
THIS CONSULTING AGREEMENT is entered into between PowerHouse
Technologies
Group, Inc., a California corporation (the "Company"), and
[__________] (the
"Consultant"), effective this [___] day of [______], [___].
WITNESSETH:
WHEREAS, the Company desires to retain the services of the
Consultant and
the Consultant desires to provide services to the Company upon
the terms and
conditions provided herein.
NOW, THEREFORE, in consideration of the premise and the
covenants
hereinafter contained, the parties agree as follows:
1. Consulting Services. The Consultant agrees to provide
consulting
services to the Company during the term of this Agreement. The
nature of the
services so to be provided shall be set forth on Schedule A.
2. Extent of Services. The Consultant shall personally provide
the
consulting services described herein. The Company understands
that the nature of
the services to be provided are part time and that the
Consultant will be
engaged in other business and consulting activities during the
term of this
Agreement.
3. Term. The term of this Agreement shall commence as of the
date hereof
and shall continue through [________], unless sooner terminated
as provided
herein.
4. Consideration. In consideration of the execution of this
Agreement, and
the performance of his obligations hereunder, the Consultant
shall receive a fee
of $[________], payable in shares of common stock, $0.0001 par
value per share,
of the Company (the "Shares"). The value of the Shares shall be
determined as of
the date of issuance. The Shares shall be delivered to the
Consultant on the
date the Consultant completes performance of the consulting
services described
herein. The Shares shall be subject to a registration statement
that is
effective under the Securities Act of 1933, as amended,
generally providing for
their unrestricted transfer.
5. Expenses. The Company shall pay or reimburse the Consultant
for all
reasonable travel, business and miscellaneous expenses incurred
by the
Consultant in performing its duties under this Agreement.
Consultant shall not
incur any single expense in excess of $[________] without the
prior written
consent of the Company.
6. Confidential Information.
(a) Confidentiality. Except as required in the performance of
his
duties to the Company, the Consultant shall treat as
confidential and
shall not, directly or indirectly, use, disseminate, disclose,
publish
or otherwise make available any Confidential Information (as
hereafter
defined) or any portion thereof. In furtherance of the
foregoing, the
Consultant shall be permitted to disclose Confidential
Information to
those of its employees, managers, members, agents,
accountants,
attorneys and consultants who
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reasonably need to know such information in order for the
Consultant to
reasonably perform its duties hereunder
(b) Return of Confidential Information. Upon termination of
this
Agreement, and upo
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