EXHIBIT 4.3
FROHLING, HUDAK & PELLEGRINO, LLC
COUNSELLORS AT LAW
425 Eagle Rock Avenue Newark, NJ 07101
Roseland, NJ 07068 (973) 622-2800
(973) 226-4600
FAX (973) 226-0969
Please Reply to:
X Roseland
Newark
June 26, 2001
By Fax 801-563-3937
Jeff A. Hanks
EnSurge Inc.
435 Universal Circle
Sandy, Utah 84070
Re: Letter of Engagement
Dear Mr. Hanks:
This letter will confirm our agreement to perform
specialized legal services necessary to prepare and file the
various periodic reports for EnSurge, Inc. with respect to shares
to be issued to Mr. Carley and his associate.
Our fee will be $7,500 payable as follows:
$2,500 payable now and the balance of $5,000 to be paid upon
completion of the first filing.
If such payment is not made in cash, at the time of the
filing 250,000 shares will be included in the Company's next S-8
for this firm of which 50,000 will be returned to the Company in
the event $5,000 cash is paid on or before thirty (30) days after
the filing date failing the Firm will retain ownership of all the
shares advanced.
Please advise us of the edgar agent you have used and if you
do not have a strong commitment, we would like to use Borer
Financial, which has given us a competitive price and very good
service.
Please acknowledge your acceptance of these terms on the
attached copy.
Thank you.
Sincerely,
/s/ John B.M. Frohling
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JOHN B.M. FROHLING
ACCEPTED THIS ___ DAY OF JUNE, 2001
By: /s/ Jeff A. Hanks
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JBMF:caw
3026\ensurge\LOE