Rescission Agreement
November 15, 2010-"Effective Date"
Reference is made to that certain Agreement dated October 5, 2010
by and among Goldex Capital Resources, LLC, a Florida limited liability
company ("GCR"), PMX Communities, Inc., a Nevada corporation ("PCI")
and PMX Gold, LLC, a Florida limited liability company ("PMXG")
(hereinafter referred to as the "Agreement"). The aforementioned parties
are hereinafter collectively referred to as the "Parties" and
individually as a "Party". Capitalized terms shall have the meanings
ascribed to them in the Agreement.
This will confirm that the Parties have mutually agreed to
terminate, nullify and rescind the Agreement and the Parties shall be
returned to their respective positions ab initio. By execution
hereof, each party releases the other parties from any and all duties,
obligations and responsibilities emanating from or arising out of the
Agreement. Likewise, any and all rights granted or bestowed under the
Agreement are hereby returned and/or restored to the granting party.
This Agreement shall be construed and interpreted pursuant to the
laws of the State of Florida. Exclusive jurisdiction and venue of any
litigation arising out of this Agreement shall be in Palm Beach County,
Florida.
The Parties hereby agree to cooperate, execute and deliver any and
all documents reasonably deemed necessary to effectuate the intent and
the terms and conditions of this Agreement. Each party reciprocally
agrees to promptly and duly execute and deliver to the other such further
documents and assurances and take such further action as may from time to
time be reasonably requested in order to more effectively carry out the
intent and purpose of this Agreement and to establish and protect the
rights and remedies created or intended to be created in favor of the
other party hereunder.
This Agreement may be executed in two or more counterparts, each of
which shall be deemed an original, but all of which together shall
constitute but one and the same instrument. Facsimile or electronically
transmitted signatures shall constitute original signatures.
Each party has reviewed and participated in the formation of this
Agreement and, accordingly, any rule or construction to the effect that
ambiguities be resolved against the drafting party shall not be employed
in the interpretation of this Agreement.
Each individual executing this Agreement on behalf of each party
represents and warrants that he is duly authorized to execute and deliver
this Agreement on behalf of said part, in accordance with a duly adopted
resolution of the Board of Directors of said party or in accordance with
the bylaws of said party, and that this Agreement is binding upon said
party in accordance with its terms.
(Signature page to follow)
IN WITNESS WHEREOF the undersigned have executed this Agreement
as of the day and year first written above.
Goldex Capital Resources, LLC
By: /s/Xxxxxxx Xxxx
-------------------------------------
Xxxxxxx Xxxx, Managing member
PMX Communities, Inc., a Nevada corporation
By: /s/ Xxxxxxx Xxxxx
-------------------------------------
Xxxxxxx Xxxxx, President
PMX Gold, LLC, a Florida limited liability company
By: PMX Communities, Inc., Manager
/s/Xxxxxxx Xxxxx
--------------------------------------
Xxxxxxx Xxxxx, President
PMX Gold ATM, LLC, a Florida limited liability company
By PMX Gold, LLC, Manager
By: /s/Xxxxxxx Xxxxx
----------------------------------
Xxxxxxx Xxxxx, Manager
