Exhibit 10.12
MEMORANDUM OF UNDERSTANDING BETWEEN XXXXXXXXX COMMUNICATIONS,
INC. AND ALLIANCE EQUITIES
It is hereby agreed:
1) Alliance Equities will make available to Xxxxxxxxx Communications, Inc. a
five million revolving line of credit, and that indebtedness incurred by
Kanakaris in utilizing the line of credit may be paid either with cash or the
issuance of stock.
2) Alliance Equities and Xxxxxxxxx Communications, Inc. will sign mutually
acceptable final terms of the agreement within seven days. In order to
facilitate this, both parties will meet in person with Xxxxxxxxx Communications,
Inc. counsel Xxxxxx Xxxxxx who will draft the final agreement.
3) Alliance Equities will immediately make available to the line of credit to
Xxxxxxxxx with the understanding that any money advanced to Kanakaris in the
interim of signing the final agreement will be returned if, for any reason, no
final agreement is reached.
4) Xxxxxxxxx and Alliance have had successful prior dealings which provide a
comfort level to both parties that a final agreement can be reached within the
seven day timetable. Xxxxxxxxx is satisfied as to the financial means of
Alliance Equities by virtue of its previous investments in Xxxxxxxxx.
5) Alliance Equities will continue its on-going consulting services to Xxxxxxxxx
Communications, Inc. which include, but are not limited to, strategic growth
advice and introductions, marketing advice, business ideas, etc. Alliance will
be compensated for these services at its customary rate, and Xxxxxxxxx has the
option to pay for these services, at its option, either in cash, the issuance of
stock, or credit towards to the purchase of stock by Alliance.
Agreed on February 25, 1999.
/S/ Xxxx Xxxxxxxxx /S/ Xxxxxxx Xxxxxxx
CEO President
Xxxxxxxxx Communication, Inc. Alliance Equities
