AGREEMENT
Exhibit
10.19
AGREEMENT
AGREEMENT
(this
“Agreement”)
is
entered into and is effective as of November 1, 2005 (the “Effective
Date”)
by and
between Homeland
Integrated Security Systems, Inc.,
a
Florida Corporation, with a principal place of business at 0 Xxxx Xxxxxx
Xxxxxxxxx, Xxxxx 000, Xxxxxxxxx, Xxxxx Xxxxxxxx 00000 (“Grantor”)
and
MJMM Investments, LLC, a Pennsylvania Limited Liability Company, with principal
offices at 000 Xxxxxx Xxxxxxx Xxxx, Xxxxx 000, Xxxxxxxx, XX 00000 (“MJMM”).
NOW
THEREFORE,
in
consideration of the mutual premises and covenants contained herein, and other
good and valuable consideration, the receipt, sufficiency and adequacy of which
is hereby acknowledged, the parties agree as follows:
1.
MJMM
is hereby granted an option to purchase 10,,000,000 free trading shares of
Homeland Integrated Security Systems, Inc. (HISC) common stock at per share
price of $0.10.
2,
Grantor agrees to register 10,000,000 common shares of Homeland Integrated
Security Systems, Inc. (HISC) in the name of “MJMM Investments, LLC” in an SB-2
registration with the SEC within thirty (30) days of the date of this Agreement
which shall become effective within ninety (90) days after the date of such
SB-2
filing date. However, MJMM acknowledges that the Grantor cannot guarantee the
exact date on which SEC shall declare the SB-2 effective. In the event that
the
SB-2 has not become effective within ninety (90) days of the date of this
Agreement, then MJMM shall have the option to terminate this Agreement with
five
(5) days written notice.
3.
Grantor agrees to deposit 10,000,000 shares of HISC common stock, in the form
of
twenty (20) certificates each in the amount of 500,000 shares, in an escrow
account with Xxxxxxx Xxxxxxxxxxx of GreenTree Financial, upon the signing of
this Agreement. Should MJMM elect to exercise the Option described herein the
free trading shares common stock purchased under that option shall be delivered
to MJMM from the escrow account upon receipt by the escrow agent of a check
from
MJMM.
4.
This
option shall expire after one (1) year from the effective date of the SB-2
Registration and any shares remaining in escrow after expiration shall be
returned to the Grantor.
IN
WITNESS WHEREOF,
the
parties have executed this Agreement as of the date set forth
above.
A
Florida
Corporation
By: _____________________________
Xxxxx
Xxxxx, CEO and President
MJMM
Investments, LLC
A
Pennsylvania Limited Liability Company
By: __________________________
Xxxx
X.
Xxxxx, President
