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EXHIBIT 10.20.3
PAYMENT AGREEMENT
THIS AGREEMENT
("Agreement") is effective this 4th day of August, 2005, and
is made by and between Epixtar
International Contact Center Group, Inc.
("Epixtar") and DDM Consulting, Inc.
("DDM").
WHEREAS, Epixtar and DDM entered into a
Consultant Services Agreement dated
November 29, 2004, pursuant to which
Epixtar is to pay DDM a commission on
certain clients introduced to Epixtar by
DDM and accepted by Epixtar as its
client;
WHEREAS, as of the effective date of this
Agreement, the outstanding balance of
commissions owed to DDM by Epixtar is Six
Hundred Twenty-Nine Thousand One
Hundred Seventy Five Dollars ($629,175.00)
(the "outstanding balance");
WHEREAS, the parties have mutually agreed
to set forth new terms for the payment
of the outstanding balance.
NOW THEREFORE, in consideration of the
premises, and for other good and valuable
consideration, their receipt and
sufficiency being hereby acknowledged, the
parties hereto do mutually agree as
follows:
1. DDM has agreed to reduce the current
outstanding balance by fifty percent
(50%) to Three Hundred Fourteen Thousand
Five Hundred Eighty-Seven Dollars and
Fifty Cents ($314,587.50) (the "New Debt"),
which New Debt shall be repayable in
full as set forth below.
2. On or before August 5, 2005, and each
week thereafter until the outstanding
balance is fully paid, Epixtar shall pay to
DDM a payment in the amount of Fifty
Thousand Dollars ($50,000.00); provided,
however, that the final payment shall
be in the amount of Fourteen Thousand Five
Hundred Eighty-Seven Dollars and
Fifty Cents ($14,587.50).
3. In the event Voxx Corporation and its
subsidiaries is cash flow positive,
exclusive of debt or equity financing,
during any thirty (30) day period through
December 12, 2005 and for the month of
December 2005, an additional lump sum in
the amount of Three Hundred Fourteen
Thousand Five Hundred Eighty-Seven and
Fifty Cents ($314,587.50) shall be paid to
DDM. Such payment will be made on or
before January 15, 2006.
4. DDM and Epixtar have mutually agreed to
execute a Broker Agreement, effective
August 1, 2005 and incorporated by
reference into this Agreement, which shall
supersede all prior understandings and
agreements, whether written or oral,
between the parties h
