EX-2.2
AGREEMENT
MORPAK SYSTEMS TECHNOLOGY
Agreement
This agreement is entered into this day January 9, 2003 by and
between Morpak Systems Technology and VentureNet Capital Group, Inc.
(VNTN).
Recitals
Morpak Systems Technology (MST) owns formulas, trade secrets and a
patent number 6,000,848 for fluid packages with closure.
VentureNet Capital Group, Inc. (VNTN) is a public company currently
on the pink sheets and actively seeks to acquire Morpak Systems
Technology and Morpak Systems Technology agrees to be acquired on the
following terms and conditions:
1. VNTN will own 70% of MST, as result of the acquisition VNTN will
raise a sufficient working capital to support MST's
infrastructure such as- Extrusion & Lamination, Injection
Molding and Hardware Division for form, fill and seal packagers
defined as Morpak Systems packaging apparatuses.
2. Moreover, VNTN will pay as an acquisition price 3.5% of the
current issued and outstanding shares of VNTN stock. Said 3.5%
would amount 1,820,000 shares. This amount will not increase
when VNTN authorizes or issues additional shares.
3. The patent number 6,000,846 will be assigned to VNTN and MST.
VNTN and MST will then become owners of the patent. Once MST is
operating royalties in the amount of two cents per unit ($0.02)
will be versed to the inventor on the monthly basis. These
royalties will be built in the cost of the packaging materials
and passed along to distributors.
4. VNTN and MST will appoint Xx. Xxx Xxxxx as President and COO of
MST. A salary plus bonus and expenses will be paid on the
monthly basis (see proposed employment contract).
5. After the total funding of MST by VNTN has been honored, VNTN
and MST will have complete control and discretion over the use
and licensing of Morpak Systems Technology.
The parties agree that this contract is a personal executory contract
and cannot be assigned to any creditor of either party.
All parties signing this agreement have full power and authority to
enter into this contract and to perform all obligations there under.
This contract becomes effective and binding on all parties upon signing.
VentureNet Capital Group, Inc. Morpak Systems Technology
By: /s/ Xxxxxxx X. Xxxxxx /s/ Xxx Xxxxx
Xxxxxxx X. Xxxxxx, President Xxx Xxxxx, President