EXHIBIT-4.5
EX-4.5
RECISION AGREEMENT
THIS AGREEMENT between the original owners, operators, and corporate
officers, and investors of LanSource, Inc. (hereinafter "LanSource") and First
Florida Communications, Inc. (hereinafter "FFCI") shall act to shall act to
rescind the contractual agreement between the parties.
STATEMENTS OF FACT:
a. On or JUNE 10, 1999 FFCI purchased all stock of LanSource based at 7 per
share for a total purchase price of $600,000 which was paid in the form of FFCI
restricted common stock totaling 85,714 shares.
b. This purchase was for all assets and equities of LanSource.
c. Stock exchange took place between the parties and Stock Powers were executed
by LanSource giving FFCI full ownership rights to any and all assets and
equities of LanSource.
d. FFCI has invested $18,500.00 towards the existing debts of LanSource since it
was acquired by FFCI.
The parties now agree to rescind this contractual agreement for various business
reasons.
RECISION AGREEMENT.
WHEREFORE THE PARTIES NOW AGREE TO THE FOLLOWING:
1. All stock shall be returned to the original owners.
2. Stock powers shall be executed to return ownership of that stock to the
original owners, operators, and corporate officers, and investors of
LanSource.
3. LanSource shall refund to FFCI a total amount of $18,500.00. This refund
shall be in the way of services, materials, supplies, products or
merchandise at the sole discresion and request of FFCI; should any charges
for the services, materials, supplies, products or merchandise exceed this
figure of $18,500.00 that difference shall be paid in cash by FFCI to
LanSource
4. Should either party fail to uphold this agreement and litigation ensue from
this agreement or the acts of the parties, the losing party shall be
responsible for any and all costs and reasonable attorney's fees of both
parties.
AGREED TO ON THIS 1 DAY OF October 1999
FOR LANSOURCE:
FOR FIRST FLORIDA COMMUNICATIONS, INC.