Exhibit 10.7
XXXX XXXXXXXXXX - CYBER-CARE, INC.
ASSIGNMENT AGREEMENT
"XXXXXXXXX.XXX"
This Agreement is effective as of April 28, 2001 ("Effective Date") by and
between:
XXXX XXXXXXXXXX, having a principal place of residence located at 000 0XX
Xxxxxx, Xxxxx 0000, Xxx Xxxx, XX 00000; and
CYBER-CARE, INC., ("Cyber-Care"), a corporation organized and existing
under the laws of the State of Florida with its principal place of business
located at 0000 Xxxxxxx Xxxxx Xxxxx, Xxxxx 0000, Xxxxxxx Xxxxx, Xxxxxxx 00000.
WHEREAS, Xxxx Xxxxxxxxxx is the owner of the domain name "XXXXXXXXX.XXX"
and any trademark rights and goodwill appurtenant thereto; and
WHEREAS, Cyber-Care desires to obtain an assignment of the domain name
"XXXXXXXXX.XXX" and any trademark rights and goodwill appurtenant thereto;
NOW THEREFORE, for and in consideration of the following promises and
other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged by the parties, the parties hereto agree as follows:
GRANT.
Xxxx Xxxxxxxxxx hereby, without limitation, sells and assigns to
Cyber-Care, its successor(s), assign(s), and licensee(s), Xxxx
Xxxxxxxxxx'x entire right, title, and interest in the domain name
"XXXXXXXXX.XXX", and Xxxx Xxxxxxxxxx'x entire right, title, and interest
in any trademark rights and the goodwill appurtenant thereto. Xxxx
Xxxxxxxxxx hereby assigns "XXXXXXXXX.XXX" free of all liens, encumbrances,
and any other adverse third party claims or rights to "XXXXXXXXX.XXX",
"XXXXXXXXX.XXX" to be held and enjoyed by Cyber-Care, its successor(s),
assign(s), and licensee(s) as fully and entirely as the same would have
been held and enjoyed by Xxxx Xxxxxxxxxx had this agreement and sale not
been made.
PAYMENT.
1. Cyber-Care agrees to pay and will pay to Xxxx Xxxxxxxxxx shares of
Cyber-Care, Inc. stock ("CYBR") equating in value to seven thousand,
eight hundred and one U.S. dollars ($7,801) as compensation for the
rights, title, and interest conveyed to Cyber-Care herein.
CONFIDENTIAL
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2. The payment due herein shall be paid to:
Xxxx Xxxxxxxxxx
000 0xx Xxxxxx, Xxxxx 0000
Xxx Xxxx, X.X., 00000
Xxxxxx Xxxxxx
3. Payment will be made to Xxxx Xxxxxxxxxx within three weeks of the
completion of the transfer of "XXXXXXXXX.XXX" to Cyber-Care by Xxxx
Xxxxxxxxxx.
4. Xxxx Xxxxxxxxxx agrees to pay and will pay to Internic one hundred
percent (100%) of the cost of one hundred ninety-nine dollars ($199.00)
for expediting the transfer of "XXXXX-XXXX.XXX" to Cyber-Care.
REPRESENTATIONS AND WARRANTIES.
XXXX XXXXXXXXXX REPRESENTS AND WARRANTS:
1. THAT XXXX XXXXXXXXXX IS THE SOLE OWNER OF "XXXXXXXXX.XXX" AND HAS
THE POWER, RIGHT AND AUTHORITY TO ENTER INTO AND PERFORM THE
OBLIGATIONS UNDER THIS AGREEMENT; AND
2. THAT THERE ARE NO CLAIMS OR THREATS AGAINST THE OWNERSHIP OF
"XXXXXXXXX.XXX".
TERMINATION.
Upon breach of any of the terms herein, Xxxx Xxxxxxxxxx agrees to return
and will return all of the seven thousand, eight hundred and one U.S.
dollars ($7,801) worth of Cyber-Care, Inc. shares transferred herein,
without effect on the transfer of ownership rights to Cyber-Care, Inc.
IN WITNESS WHEREOF, the parties hereto have caused the Agreement to be duly
executed on the Effective Date.
CYBER-CARE, INC.
/s/ XXXX XXXXXXXXXX /s/ XXXXXXX XXXXXXX
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Xxxx Xxxxxxxxxx Xxxxxxx Xxxxxxx CEO
CONFIDENTIAL
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