Exhibit 10.2 Demerger Agreement
May 29, 2002
Stratesec Incorporated and Xxxxxx Xxxxxxx agree to settle the outstanding
Stratesec lawsuit and any existing or potential claims against Stratesec,
Incorporated by Xxxxxx Xxxxxxx based on the following conditions: Stratesec/SFT
will:
1. Drop its lawsuit and all legal action against you, and release Les Pendis
liens against your property and your stock in Stratesec Incorporated.
2. Convey to you or your entity the SSI GSA schedule and the Army BPA.
3. Convey title and ownership to you or your entity all physical assets of the
former SSI such as:
o Dump trucks, forklift, ditch witch, boring machine, cable, etc.
4. Forgive the $327,000 plus accrued interest note between you and SSI, which
conveyed to Stratesec Incorporated.
5. Convey: All contracts completed under the former SSI name.
6. SFT will drop its lawsuit and will relieve you from any and all past and
current claims and causes of action.
In return for the above, you agree to the following:
1. You return 2 million shares of Stratesec (SFT) and all outstanding options
to purchase stock will be cancelled.
2. You resign from the Board
3. You release Stratesec from any past and current claims and causes of
action.
Your signature below confirms this agreement:
Accepted:
/s/ XXXXX XXXXXXXX
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Xxxxx XxXxxxxx
/s/ XXXXXX XXXXXXX
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Xxxxxx Xxxxxxx
