Exhibit 10.8
INTEGRATED MANAGEMENT GROUP, INC. - CYBER-CARE, INC.
ASSIGNMENT AGREEMENT
"XXXXX-XXXX.XXX"
This Agreement is effective as of August 9, 2000 (`Effective Date")
by and between:
INTEGRATED MANAGEMENT GROUP, INC., ("Integrated Management."), a
corporation organized and existing under the laws of the State of
Florida with its principal place of business located at 0000 Xxxx
Xxxxxx Xxxx, Xxxxx 000, Xxxxx Xxxxxxx, Xxxxxxx 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 0000 Xxxxx Xxxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxx Xxxxx,
Xxxxxxx 00000.
WHEREAS, lntegrated Management 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:
Integrated Management hereby, without limitation, sells and assigns
to Cyber-Care, its successor(s), assign(s), and licensee(s),
Integrated Management's entire right, title, and interest in the
domain name "CYBER.-CARE .COM", and Integrated Management's entire
right title, and interest in any trademark rights and the goodwill
appurtenant thereto. Integrated Management hereby assigns
"XXXXX-XXXX.XXX" free of all liens, encumbrances, and any other
adverse third party claims or right to "XXXXXXXXX.XXX",
"XXXXX-XXXX.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 Integrated Management had
this agreement and sale not been made.
PAYMENT
1. Cyber-Care agrees to pay and will pay to Integrated Management
fifteen thousand (15,000) shares of Cyber-Care, Inc. stock
("CYBR") 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:
Integrated Management
0000 Xxxx Xxxxxx Xxxx
Xxxxxx 000
Xxxxx Xxxxxxx, XX 00000
3.Payment will be made to Integrated Management within twenty-four
(24) hours of the completion of the transfer of "XXXXX-XXXX.XXX" to
Cyber-Care by Internic.
4. Integrated Management 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
INTEGRATED MANAGEMENT REPRESENTS AND WARRANTS:
1.THAT INTEGRATED MANAGEMENT IS THE SOLE OWNER. OF "XXXXX-XXXX.XXX"
AND HAS THE POWER, RIGHT AND AUTHORITY TO ENTER INTO AND PERFORM ITS
OBLIGATIONS UNDER THIS AGREEMENT, AND
2. THAT THERE ARE NO CLAIMS OR THREATS AGAINST THE OWNERSHIP OF
"XXXXX-XXXX.XXX".
TERMINATION
Upon breach of any of the terms herein, Integrated Management agrees
to return and will return all of the fifteen thousand (15,000) shares
of Cyber-Care, Inc. stock transferred herein, without effect on the
transfer of ownership rights to Cyber-Care.
IN WITNESS WHEREOF, the parties hereto have caused the Agreement to be duly
executed on the Effective Date.
INTEGRATED MANAGEMENT GROUP, INC. CYBER-CARE, INC.
/s/ XXXX XXXXXXXXX, PRESIDENT /s/ XXXXXXX XXXXXXX
------------------------------------ --------------------------------
Xxxx Xxxxxxxxx Xxxxxxx Xxxxxxx
President CEO
CONFIDENTIAL
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