Oral Agreement
Exhibit 10.53
| • | This oral arrangement was entered into on May 13, 2011, between Xx. Xxxxxx Xxxx and the shareholders of Ruixing Group Co., Ltd. |
| • | Xx. Xxxx will act as nominee on behalf of Ruixing Group’s shareholders until such time as his nominee role is terminated by a majority of Ruixing Group’s shareholders. |
| • | Xx. Xxxx receives no compensation for acting as a nominee. | |
| • | Xx. Xxxx will act at the direction of Xx. Xxxxxxxx Xxxx as to key decisions affecting the beneficial option holders of SMSA, except as to decisions to exercise the options in SMSA, including any change in control transaction such as a merger with a third party, in which case unanimity of the option holders of SMSA is required. |
| • | If Xx. Xxxx fails to follow instructions of Ruixing Group’s shareholders, the latter may pursue all legal remedies available against Xx. Xxxx. |
