Exhibit 10.71
AGREEMENT TO PRINCIPAL & INTEREST INTO COMMON STOCK OF FUTUREONE
This Agreement is made this 17th Day of January 2001, between FutureOne, Inc, a
Nevada corporation ("FutureOne") and Xxxxxxx X. Xxx, ("Xxx") an individual
residing in Maricopa County Arizona.
WHEREAS On May 30, 2000 FutureOne and Xxx entered into a Settlement and Mutual
Release Agreement.
WHEREAS In conjunction with said Settlement and Mutual Release Agreement,
FutureOne issued to Xxx a promissory note (`Note") dated May 30, 2000 in the
amount of $64,800.00
WHEREAS to date FutureOne has not made any of the required payments under said
Note and is in default in the amount of $ $64,800 principal plus $ 3,281.00 of
accrued interest.
THEREFOR The parties now desire to cure the default under the note and to amend
the terms of the Note as follows:
FutureOne shall immediately issue to Xxx 175,000 shares of its Common Stock, par
value $.001 ( the Shares") in payment of $ 3,281.00 of interest and $ 31,719.00
of principal under the following terms and conditions:
Xxx represents that:
(a) That in formulating a decision to acquire the Shares, he has been given the
opportunity to ask questions, and to obtain any information necessary to
permit him to verify the accuracy of the information and has been furnished
all such information so requested; he has not relied or acted on the basis
of any representations or other information purported to be given on behalf
of the Company; That he understands that the acquisition of the Shares
involves various risks; the Shares should be regarded as speculative and
involving a high degree of risk; he is fully aware of the nature of his
investment in the Shares and the lack of liquidity of his investment in the
Shares;
(b) He can bear the economic risk of the acquisition of the Shares including
the total loss of his investment and he has such knowledge and experience
in business and financial matters as to be capable of evaluating the merits
and risks of an investment in the Shares;
(c) That the Shares being acquired will be acquired for his own account without
a view to public distribution or resale and that he has no contract,
undertaking, agreement or arrangement to sell or otherwise transfer or
dispose of any Shares or any portion thereof to any other person.
(d) He is an "accredited investor" as defined in Rule 501 of Regulation D
promulgated under the Act.
(e) Each certificate representing Shares paid pursuant to this Agreement will
be imprinted with a legend in substantially the following form:
THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE
SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE OR
FOREIGN SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED OR OFFERED FOR
SALE OR TRANSFER UNLESS A REGISTRATION STATEMENT UNDER THE SECURITIES ACT
AND OTHER APPLICABLE SECURITIES LAWS WITH RESPECT TO SUCH SECURITIES IS
THEN IN EFFECT, OR IN THE OPINION OF COUNSEL SUCH REGISTRATION UNDER THE
SECURITIES ACT AND OTHER APPLICABLE SECURITIES LAWS IS NOT REQUIRED.
The Parties further agree that after payment of the above amount of principal
and interest that the balance remaining on the Note will be $ 33,081.00 and that
such amount along with accrued interest will hereafter be paid in monthly
installments of principal and interest of $2,500, beginning March 1, 2001.
All other terms of the Settlement and Mutual Release Agreement and the Note
shall remain in full force and effect without modification.
Agreed this __ day of January, 2001.
FUTUREONE, INC.
a Nevada corporation
By:
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Title: President
Xxxxxxx X. Xxx
An Individual
By:
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