Assumption of Guarantee for Payment of Consideration for the Transfer of Ownership Interest
EXHIBIT 10.42
Assumption of Guarantee for Payment of
Consideration for the Transfer of Ownership Interest
On March 04, 2005 Xxxxx, s.r.o., Id. no.: 47913304, seated at Sobolákova 000, 000 00 Xxxxx 0, Xxxxxxxxx, (hereafter “Apron”), as the Purchaser, and AESP, Inc., seated at 1810 N.E. 000xx Xxxxxx, Xxxxx Xxxxx, XX 00000, U.S.A., (hereafter “AESP”), as the Transferor, entered into a Contract on Transfer of Ownership Interest in INTELEK spol. s r.o., seated at Xxxxxxx 000/00, 000 00 Xxxx, xxx Xxxxx Xxxxxxxx, registered with the Commercial Register kept by the Regional Court in Brno, Section C, Insert no. 12338, Id. no.: 49446118 (hereafter the “Company“), on the basis of which AESP has transferred to Apron 100% ownership interest in the Company (hereafter the “Contract on Transfer of Ownership Interest “).
With regard to the above-mentioned, AESP and Ing. Xxx Xxxxx…ek, birth no. 610920/1461, resident at Brno, Xxxxxxxxxxxx xxx. 0, post code: 602 00, (hereafter “Ing. Kravá…ek”) have agreed that Ing. Kravá…ek shall pay to AESP the Consideration for the transfer of the ownership interest in the Company in the amount of USD 540.000,- (slovy: five hundred forty thousand US dollars), in the manner and terms stipulated in Sect. 3 of the Contract on Transfer of Ownership Interest, by January 01, 2008 at the latest, should Apron fail to do so as the Purchaser.
With regard to the above-mentioned, I, Ing. Xxx Xxxxx…ek, hereby expressly declare to AESP that I shall pay to AESP the Consideration for the transfer of the ownership interest in the Company in the amount of USD 540,000 (in words: five hundred forty thousand US dollars), in the manner and terms stipulated in Sect. 3 of the Contract on Transfer of Ownership Interest, by January 01, 2008 at the latest, should Apron fail to do so as the Purchaser.
According to an agreement between AESP and Ing. Kravá…ek, this Declaration of guarantee shall expire and become ineffective if the Contract on Transfer of Ownership Interest dated March 04, 2005 is discharged for reasons stipulated in Sect. 3 Para. 3 or Para. 4 thereof.
The participants to this Declaration confirm that they are familiar with the contents of the Contract on Transfer of Ownership Interest.
Signed in Prague on March 4, 2005
/s/ Xxx Xxxxxxxx
/s/ Xxxx Xxxxx
Xxxx Xxxxx
