EXHIBIT 10.1
MEMORANDUM OF TRANSACTIONS AND RECEIPT FOR STOCK PAYMENTS
This Memorandum of Transactions and Receipt for Stock Payments is entered into
by and between Xxxxxx X. Xxxxxx ("Xxxxxx"), an individual, and American IDC
Corp., a Florida corporation ("ACNI"),
Whereas, certain services were provided by Xxxxxx to ACNI and certain assets
were sold by Xxxxxx to ACNI, and
Whereas, certain stock certificates were delivered by ACNI to Xxxxxx and
delivery of an additional stock certificate is now available for delivery to
Xxxxxx,
Now therefore, for valuable consideration, the receipt of which is hereby
acknowledged, Xxxxxx and ACNI hereby agree as follows:
1. ACNI has delivered and Xxxxxx has received the sum of five hundred thousand
(500,000) ACNI common S8 shares. The shares were for compensation to Xxxxxx
for assistance with strategic consulting and business advisory services for
the period of April 2002 through May 2003.
2. ACNI has delivered and Xxxxxx has received the sum of three hundred thousand
(300,000) ACNI common shares restricted for one year under Rule 144. In
addition, Xxxxxx has been advised by ACNI that an additional one million two
hundred thousand (1,200,000) ACNI common shares restricted for one year
under Rule 144 are now available for delivery to Xxxxxx upon receipt of this
memorandum.
a. The total one million five hundred thousand (1,500,000) restricted ACNI
shares referred to in paragraph 2., above, are acknowledged by Xxxxxx in
consideration for all of the following: (1) the cancellation of that certain
Agreement to Reorganize American IDC Corp. executed December 23, 2002 between
ACNI, Xxxxxx, Match Ranger, et. al, (2) the asset sale by Xxxxxx to ACNI of the
website domain xxx.XxXxxxxxXxxx.xxx including all intellectual property, web
site copy, business plan and related property that was created or owned by
Xxxxxx (web site graphics and other intellectual property created by Xxxxxx
Xxxxxxxxxx and are not included in this memorandum), (3) all web site domains
owned by Xxxxxx that relate to online dating and contain the component "match",
e.g., MatchJewishSingles, MatchBlackSingles, MatchChristianSingles,etc., and (4)
the web site domain owned by Xxxxxx entitled xxx.XxxxxxxXxx.xxx.
This Memorandum of Transactions And Receipt for Stock Payments entered this 23"'
day of June 2003 In the City of Xxxxxxx Hills, State of California by:
"Xxxxxx"
/s/ Xxxxxx X. Xxxxxx
Xxxxxx X. Xxxxxx, an Individual
Xxxxxxxxx Xxxx., Xxxxx 000
Xxxxxxx Xxxxx, Xxxxxxxxxx 00000
"BTLY"
/s/ Xxxxxx Xxx
Xxxxxx Xxx,
President American
IDC Corp.
00000 Xxxxxxx Xxxx., Xxxxx 000
Xxx Xxxxxxx, Xxxxxxxxxx 00000
