AGREEMENT
Exhibit 10.2
AGREEMENT
AGREEMENT dated this 17th day of October 2006, by and between JPG Associates, Inc. (hereinafter “JPG”), a Nevada Corporation, with offices located at 000 Xxxxxxxx Xxxx, Xxxxxxxxx, XX 00000, Xxxx X. Xxxxxxx, President of JPG and Xxxx X. Xxxxx, P.C., counsel to JPG, with offices located at 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx.
WHEREAS, JPG is about to file a Registration Statement with the United States Securities and Exchange Commission (hereinafter the “SEC”) on Form SB-2 which Registration Statement indicates in Part II, Item 25, offering expenses approximating sixty five thousand ($60,000) dollars of which forty thousand ($40,000) dollars are indicated as legal fees and expenses; and
WHEREAS, JPG has agreed to pay all such costs as and when necessary and required, or to otherwise accrue such costs on its books and records until it is able to pay the full amount due, either from revenues or loans from its President.
NOW, THEREFORE, it is herewith agreed as follows: Absent sufficient revenues to pay these amounts within three (3) months of the date of the JPG’s prospectus, JPG’s President agrees to loan JPG the funds to cover the balance of outstanding professional and related fees relating to JPG’s prospectus if the professionals involved insist on cash payments. If and when loaned, the loan will be evidenced by a non-interest bearing unsecured corporate note to be treated as a loan until repaid, if and when JPG has the financial resources to do so.
Xxxx X. Xxxxx, P.C., JPG’s counsel by signing this Agreement agrees in full to defer his legal fees in the manner set forth in this Agreement.
The parties hereto understand that the above constitutes a binding Agreement and that the contents thereof are referred to in the aforesaid Registration Statement, in the subheading entitled “Liquidity” as found in the Management’s Discussion and Analysis or Plan of Operation section.
1
The above constitutes the entire Agreement between the parties hereto.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the 17th day of October 2006.
By: /s/ Xxxx P Greeley_________
Xxxx X. Xxxxxxx, President
By: /s/Xxxx P Greeley___________
Xxxx X. Xxxxxxx, Individually
XXXX X. XXXXX, P.C.
By:/s/ Xxxx B Wolff__________
Xxxx X. Xxxxx, President
2
