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On August 3, 1984, Robots & Software International, Inc.
(RSI)16 and I-Tech entered into a contract whereby RSI provided
technical and other consulting services to I-Tech and the R&D
companies.17 RSI agreed, in part, to provide the followings
services:
(b) Assist the R&D Companies in carrying out the R&D
projects; * * *
* * * * * * *
(d) Advise the R&D companies and * * *[I-Tech]
generally on matters relating to the execution and
performance of the R&D agreements and the
management of the R&D Companies;
* * * * * * *
(g) Promote contacts between the R&D Companies and
individuals or institutions, in the United States,
Israel, and elsewhere * * *;
(h) * * *[M]onitor the financial condition and
management of the R&D companies;
* * * * * * *
(j) Provide * * * technical assistance to the R&D
Companies and * * *[I-Tech] as needed in
connection with the R&D Projects.
The contract constituted the entire agreement between RSI
and I-Tech. The contract did not make either RSI or I-Tech the
employee, agent, partner, or legal representative of the other
16RSI is a New York corporation.
17Mr. Yaakov had a controlling interest in Robots & Software
International, Inc. (RSI).
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