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AGREEMENT
The parties set forth below, evidenced by their signatures affixed
hereto, do hereby agree as follows:
1. The Board of Directors of United States Telecommunications, Inc.
shall be configured as follows:
A. Reuben Xxx Xxxxxx
B. Xxxx Xxxxxxx
C. Xxxxx Xxxxxxxx
D. Xxx Xxxx
E. Xxxxxxx Xxxxxxx or his assign
Said Board shall remain in power for at least eleven (11) months.
In the event, that Xxxxx Xxxxxxxx does not accept his appointment to
the Board of Directors of United States Telecommunications, Inc., Xxxxxxx
Xxxxxxx shall nominate and Xxxxxxx Xxxxx shall have a first right of refusal
regarding the appointment of any prospective replacement Board member.
2. That certain I-NEX Consulting Group Agreement, a copy of which is
attached hereto as Exhibit A, shall be executed by the appropriate corporate
authorities.
3. That certain Law Suit titled United States Telecommunications, Inc.
Plaintiff v. Xxxxxxx Xxxxxxxxx et al. Defendant case No. 99 CA-010079, shall
upon execution of this agreement be immediately dismissed. A copy of the caption
page is attached hereto as Exhibit B.
4. Those certain United States Telecommunications Promissory Notes
made to the order of Xxxxxxx Xxxxxxx in the approximate amount of Four Hundred
Sixty Thousand ($460,000) Dollars, copies of which are attached hereto as
Exhibit C, shall remain uncollected/unpaid until approximately January 2, 2000.
On or about January 2, 2000, Xx. Xxxxxxx Xxxxxxx shall abandon and/or completely
release United States Telecommunications from any actual obligations with
respect to said notes.
5. All shares of United States Telecommunications, Inc. previously
issued to Prime Equities Group, Inc., Xxxxxxx Xxxxx and/or his assigns shall be
deemed
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recognized by United States Telecommunications, Inc. as valid and properly
issued.
6. United States Telecommunications, Inc. shall immediately
issue to Prime Equities Group, Inc., or its assigns eighty-five thousand
(85,000) shares pursuant to the Agreement attached hereto as Exhibit D.
7. Seven thousand, five hundred ($7,500) Dollars shall be
immediately returned to X.X. Xxxxx and Company, Ltd.
Facsimile signature shall be deemed as original for the purpose of this
document.
This Agreement shall be governed by and construed and enforced in
accordance with and subject to the laws of the State of Florida.
Signed this 21 day of December, 1999 (year).
By: /s/ XXXXXXX XXXXXX
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Intercontinental Brokers, Inc.
Director
By: By: /s/ XXXXXXX XXXXXXX
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Prime Equities Group, Inc. Quantum Law, Inc.
Addendum:
1. The parties to this agreement will take all reasonable
measures to make sure the provisions are complied with.
2. The Board of Directors shall determine no later than January
10, 2000 where the books and records of the Corporation shall reside.
3. Xxxxxxx Xxxxxxx and Xxx Xxxx shall immediately reappoint Xxx
Xxxxxx and Xxxx Xxxxxxx to the Board of Directors and offer such position to
Xxxxx Xxxxxxxx.
