EXHIBIT 4.2
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AGREEMENT
The following Agreement sets forth the terms and conditions by and between Xxxxx
and Xxxxxx Xxxxxx (Balise) on one hand, and Dick and Xxxxxxx Xxxxxx (Xxxxxx) on
the other hand, whereas Balise agrees to purchase and Xxxxxx agrees to sell one
boat lift and one Proline Boat with motor and trailer:
1) Items Being Purchased (Property): One boat lift, 1998 180 SU Proline Boat
(Hull ID # PLCSW048K798), 1998 115 HP Mercury Outboard Engine (Serial #
OG677183), 1998 Fastload Aluminum Trailer (Serial # 40AB12214VY0013333),
one 1999 installed Great White 24Volt Foot Operated Trolling Motor, and any
and all accessories that the parties further agreed was to come with the
transaction.
2) Payment: For consideration of items being purchased, Balise shall provide
Xxxxxx 8,000 shares of restricted common stock (Stock) of The Publishing
Company of North America, Inc. (PCNA). The Stock shall be unsaleable for a
period of one year from the date of this Agreement as long as Balise
remains an affiliate of PCNA. After one year the stock may be sold and
Balise agrees to pay for the legal opinion on the stock for such sale to
occur, and to work closely with Xxxxxx in lifting the restrictive legend
from the stock certificate.
3) Option: Xxxxxx shall have the option, starting on the one-year anniversary
date of this Agreement and continuing for a period of thirty days
thereafter, to resell the 8,000 shares of stock back to Balise for the sum
of Fourteen Thousand Dollars ($14,000). In doing so, Xxxxxx shall notify
Balise by certified mail within the thirty day period, at 0000 Xxxxx Xxxx
Xxxxxx, Xxxxxxx, Xxxxxxx 00000 (or other address as supplied by Balise).
Upon receipt of such notification, Balise shall provide to Xxxxxx the sum
of Fourteen Thousand Dollars and Xxxxxx shall provide back to Balise the
8,000 shares of PCNA common stock in certificate form.
4) Nonpayment: Upon receiving notification from Xxxxxx to exchange the Stock
for $14,000, Balise shall have 15 days to provide full and complete
payment. In the event 15 days elapses and Balise has not made payment,
Balise shall be in default and interest shall, from then, on accrue at the
rate of 18% per annum on any unpaid balance, until such time that full
payment is made. If in default, Balise agrees to pay any and all customary
collection expenses, including but not limited to attorneys fees and court
costs.
5) Effective Date: The effective date of this Agreement shall be the date as
executed by both parties. The effective date shall be the date used in
calculating the holding period for the Stock.
6) Transfer of Title/Ownership: Xxxxxx shall retain title to the property and
maintain all insurance coverage until such time that Balise delivers the
Stock certificates to Xxxxxx.
Both Xxxxxx and Balise agree to the terms and conditions contained herein:
/s/ Xxxxxxx X. Xxxxxx June 1, 1999 /s/ Xxxxx X. Xxxxxx June 1, 1999
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Xxxxxxx X. Xxxxxx Date Xxxxx X. Xxxxxx Date
/s/ Xxxxxxx X. Xxxxxx June 1, 1999 /s/ Xxxxxx X. Xxxxxx June 1, 1999
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Xxxxxxx X. Xxxxxx Date Xxxxxx X. Xxxxxx Date
