SETTLEMENT AGREEMENT
THIS SETTLEMENT AGREEMENT (the "Agreement") is entered into by and between
Xxxxx Xxxxx ("Xx. Xxxxx") and RRUN Ventures Network, Inc., a Nevada Corporation
("RRUN").
RECITALS
A. Xx. Xxxxx has provided services to RRUN pursuant to the following
agreement(s): A Management Services Memorandum dated January 1, 2002; Xx.
Xxxxx performed such other duties as assigned from time to time by the
President of RRUN.
B. Xx. Xxxxx'x outstanding invoices to RRUN for compensation for services
rendered total USD $90,575.80.
NOW, THEREFORE, in consideration of the premises and the mutual covenants
hereinafter set forth, the parties hereto agree as follows:
1. Settlement. Xx. Xxxxx agrees to accept from RRUN 1,214,286 shares of common
stock of RRUN in settlement for USD $8,500.00 that is owed to Xx. Xxxxx by
RRUN in compensation for services rendered as set forth in the recitals
above.
2. Remainder. The parties agree that as of the date of this agreement RRUN
continues to owe Xx. Xxxxx USD $82,075.80 for services rendered after the
settlement referred to in Section 1 above.
3. Interpretation of Agreement. The parties agree that should any provision of
this Agreement be found to be ambiguous in any way, such ambiguity shall
not be resolved by construing such provisions or any part of or the entire
Agreement in favour of or against any party herein, but rather by
construing the terms of this Agreement fairly and reasonably in accordance
with their generally accepted meaning.
4. Modification of Agreement. This Agreement may be amended or modified in any
way and at any time by an instrument in writing, signed by each of the
parties hereto, stating the manner in which it is amended or modified. Any
such writing amending or modifying of this Agreement shall be attached to
and kept with this Agreement.
5. Counterparts. This Agreement may be signed in one or more counterparts.
6. Facsimile Transmission Signatures. A signature received pursuant to a
facsimile transmission shall be sufficient to bind a party to this Agreement.
7. Board Approval. The issuance and registration of common stock referred to
hereunder is subject to approval by the Board of Directors of RRUN.
8. Registration Rights. Xx. Xxxxx will receive the free trading Common Stock
referred to hereunder as registered through an S-8 registration statement.
9. Final Settlement Agreement. The parties agree that this agreement replaces
and supercedes any and all Settlement Agreements previously made between
the parties whether oral or written regarding the amount settled in Section
1 above.
DATED to be effective the 5th day of May, 2003.
/s/ Xxx X. Xxxxxxx /s/ Xxxxx Xxxxx
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Xxx X. Xxxxxxx, President & CEO Xx. Xxxxx
RRUN Ventures Network, Inc.
