[EMERY INTERNATIONAL DEVELOPMENTS LTD. LETTERHEAD]
January 2, 1998
Emery International Developments Limited ("Emery")
International Technology Packaging ("ITP")
Emery and ITP hereby agree as follows:
As of January 2, 1998, and for two years only, regarding machine sales, quotations, follow up, machine and/or
project financing of Emery's prospective clients only those as designed by Emery or as separately located and
negotiated fully by ITP only in North America, Emery shall pay every 2 weeks all ITF related and modest
expenses such as air fares, hotels, but no salaries. Emery shall require complete detailed documentation and
receipts for same with trip and customer reports. This agreement supercedes any previous agreements. All travel
points must be used only for Emery's business.
ITP's position will be that of an independent sales and finance agent and consultant to Emery clients in North
America. ITF will keep Emery fully informed in detail with copies of all documentation or information received
from or pertaining to all potential designated clients.
For all sales of all large and small machine sales in North America, for selling at full price as designated by Emery
price list and in full accordance with Emery's standard terms and conditions. Emery shall pay to ITP the agreed
upon three percent (3%) for "Large Machine Sales" and five percent (5%) amounts for all "Small Machine Sales"
respectively which are sold in the North American market by ITF. This constitutes an exclusive sales territory for
ITP, and only credit for all sales in North America that ITP sold at full price and standard terms and conditions.
However Emery shall not pay any commission on dies for "Small Machines". Also Emery shall increase the ITF
commission only on the first four (4) "Small Machines" sold to 7% (instead of the above 5%) and a
corresponding increase in the proposal price shall be made from the Emery 1998 list price in advance of the sale