Exhibit 10.6.2
STATE OF GEORGIA
COUNTY OF RICHMOND
AGREEMENT
This Agreement, made and entered into this 16TH day of December, 1996, by
and between Mayfair Homes Corporation, a Delaware Corporation, having its
principal place of business at 0000 Xxxxxxx Xx, Xxx 000, Xxxxxxx, XX 00000,
hereinafter referred to as "Mayfair" and Xxxx X. Xxxxxx, a resident of 0000
Xxxxxxxxxx Xx, Xxxxxxx, XX 00000, hereinafter referred to as "Xxxxxx".
WITNESSETH
Whereas, Mayfair is the registered owner of 200 shares of stock of Big
Daddy's Mobile Homes, Inc., said shares constituting 100% of the issued and
outstanding stock of said corporation; and
Whereas, Xxxxxx is desirous of obtaining 40 shares constituting 2O%
ownership of Big Daddy's Mobile Homes, Inc., and
Whereas, the parties hereto are desirous of outlining and formalizing an
operating Agreement with respect to said retail lot located at 0000 Xxxxxx Xxx,
Xxxxxxx, Xxxxxxxx Xxxxxx, Xxxxxxx, and they have, therefore, agreed between
themselves as follows:
1. Mayfair hereby conveys 40 shares of stock (representing 20% ownership)
of Big Daddy's Mobile Homes, Inc., to Xxxxxx for the purchase price of
$25,000.00. Said purchase price shall be paid in the following fashion:
$10,000.00 (Ten-thousand) payable in cash at closing and a demand note for the
remaining $ 15,000.00 (Fifteen-thousand).
2. In return for the payment by Xxxxxx for said interest, it is agreed that
Xxxxxx shall be entitled to receive 20% of all net profits derived from the
operation of said sales center, to include, but not limited to, sales of
manufactured homes, both new and used, sales of wheels and axles, and volume
rebates paid unto the corporation by the manufacturers. It is agreed that such
distribution shall be made to Xxxxxx on a quarterly basis beginning with the
quarter ending March 30, 1997, and continuing at the end of each subsequent
quarter thereafter. It is further agreed that the $ 15,000.00 note from Xxxxxx
to Mayfair shall be deducted from said distributions.
3. It is further agreed that the effective takeover date by Xxxxxx shall be
January 1, 1997. All sales, bills, transaction prior to date belong to Mayfair.
Sales shall be construed as those applications and or deposits given prior to
the end of December 30, 1996.
4. Mayfair Homes Corporation is responsible to furnish wholesale and retail
financing.
In Witness whereof, the parties hereto have hereunto set their hands and
affixed their seals on this the 16TH day of December 1996.
/s/ Xxxxxxxx X. Xxxxx /s/ Xxxx X. Xxxxxx
--------------------- ------------------
WITNESS XXXX X. XXXXXX
/s/ Xxxxxxx X. Xxxxxx MAYFAIR HOMES CORPORATION
---------------------
WITNESS BY: /s/ E. Xxxxxx Xxxxx
-----------------------
E. XXXXXX XXXXX, PRESIDENT
Apple Homes
Corporation 0000 Xxxxxxx Xxxx, Xxxxx 000
Xxxxxxx, XX 00000
(000) 000-0000
FAX (000) 000-0000
STATE OF GEORGIA
COUNTY OF RICHMOND
AMENDMENT
This amendment is made to the agreement entered into on the 16th day of
December, 1996, by and between Mayfair Homes Corporation, a Delaware Corporation
now known as Apple Homes Corporation, with its principal place of business
located at 0000 Xxxxxxx Xxxx, Xxxxx 000, Xxxxxxx, Xxxxxxx 00000, hereinafter
referred to as "Apple" and Xxxx X. Xxxxxx, a resident of 3 1 00 Xxxxxxxxxx Xxxx,
Xxxxxxx, Xxxxxxx 00000, hereinafter referred to as "Xxxxxx".
WITNESSETH
This amendment affects only those sections addressed herewith. The original
agreement stays in affect in every way except for these amendments:
1. The payment of any dividends is at the discretion of the officers of
the company.
2. It is agreed that 25-33% of the net profits of said company, (Big
Daddy's Mobile Homes, Inc.), will remain in working capital until a
minimum of $100,000 working capital exist.
3. Further, it is agreed that bonuses and management fees will be at the
discretion of the officers of Big Daddy's Mobile Homes, Inc. and will
be paid quarterly depending on the profitability of the company.
In witness whereof, the parties hereto set their hands and affixed their
seals on this the I" day of April, 1998.
/s/ E. Xxxxxx Xxxxx /s/ Xxxx X. Xxxxxx
E. Xxxxxx Xxxxx Xxxx X. Xxxxxx
President
Apple Homes Corporation
