Exhibit 10.6.1
STATE OF GEORGIA
COUNTY OF XxXXXXXX
A G R E E M E N T
This Agreement, made and entered into this, the 27th day of December 1994,
by and between Apple Homes, Inc., a Georgia corporation, having its principal
place of business in Richmond County, Georgia, and Hardy X. Xxxxxx, a resident
of XxXxxxxx County, Georgia,
W I T N E S S E T H:
Whereas, Apple Homes, Inc. is or shall be the registered owner of 80% of
the issued and outstanding stock of Xxxxx-Xxxxxx, Inc., and the said Hardy X.
Xxxxxx is or shall be the registered owner of 20% of such issued and outstanding
stock; and
Whereas, Xxxxx-Xxxxxx, Inc. shall own and operate a retail mobile home
sales lot on West Hill Street in the city of Thomson, XxXxxxxx County, Georgia,
doing business as Apple Homes, Thomson Branch; and
Whereas, the said Hardy X. Xxxxxx has paid unto Xxxxx unto Xxxxx-Xxxxxx,
Inc., the sum of $25,000.00 for the purchase of 20% of the issued and
outstanding stock of said corporation; and
Whereas, the parties hereto are desirous of outlining and formalizing an
operating agreement with respect to said retail sales lot, and they have,
therefore, agreed between themselves as follows:
1. In return for the payment by the said Hardy X. Xxxxxx for the purchase
of said stock, it is agreed that he, the said Hardy X. Xxxxxx, shall be entitled
to receive 20% of all net profit derived from the operation of said mobile home
sales lot, to include, but not limited to, sales of mobile homes, both new and
used; sales of tires and axles; volume discount rebates paid unto the
corporation by manufacturers. It is agreed that such distribution shall be made
unto the said Hardy X. Xxxxxx on a quarterly basis, beginning at the end of the
first calendar quarter of 1995, and continuing at the end of each and every
subsequent quarter thereafter.
Further it is agreed that the said Hardy X. Xxxxxx shall be furnished
office space in the office unit of said corporation located on the sales lot in
Thomson, XxXxxxxx County, Georgia, for the purpose of his conducting sales and
the operation of his mobile home servicing and land clearing business.
It is agreed and understood by the parties hereto that, should the said
Hardy X. Xxxxxx fail to perform the services hereinabove described in a
satisfactory manner and fashion, then the said Xxxxx-Xxxxxx, Inc., D/B/A Apple
Homes, Thomson Branch, shall be authorized to engage other parties to accomplish
such.
Additionally, the said Hardy X. Xxxxxx, D/B/A Xxxxxx'x Mobile Home Services
and Land Clearing shall be paid and compensated for any and all such
contemplated services actually performed at rates to be agreed upon between the
parties hereto at the time of the performance of said work and services.
In witness whereof, the parties hereto have hereunto set their hands and
affixed their seals on this, the 27th day of December 1994.
Witness:
/s/ Xxxxxxx X. Xxxxxxx
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Sworn to and subscribed before
Me, this, the 27th day of December 1994.
/s/ Xxxxxx X. Xxxxx /s/ Hardy X. Xxxxxx
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Xxxxxx X. Xxxxx Hardy X. Xxxxxx
Notary Public, XxXxxxxx County, Georgia
My Commission Expires December 6, 1998
Witness:
/s/ Xxxxxx X. Xxxxx Apple Homes, Inc.
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Sworn to and subscribed before
Me, this, the 27th day of December 1994.
By: /s/ E. Xxxxxx Xxxxx, President
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/s/ Xxxxxxx X. Xxxxxxx
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Apple Homes
Corporation 0000 Xxxxxxx Xxxx, Xxxxx 000
Xxxxxxx, XX 00000
(000) 000-0000
FAX (000) 000-0000
STATE OF GEORGIA
COUNTY OF RICHMOND
AMENDMENT
This amendment is made to the agreement entered into on the 27th day of
December, 1994, by and between Mayfair Homes Corporation, a Delaware Corporation
now known as Apple Homes Corporation, with its principal place of business
located at 0000 Xxxxxxx Xxxx, Xxxxx 000, Xxxxxxx, Xxxxxxx 00000, hereinafter
referred to as "Apple" and Hardy X. Xxxxxx, a resident of XxXxxxxx County,
Georgia, hereinafter referred to as "Xxxxxx".
WITNESSETH
This amendment affects only those sections addressed herewith. The original
agreement stays in affect in every way except for these amendments:
1. The payment of any dividends is at the discretion of the officers of
the company.
2. It is agreed that 25-33% of the net profits of said company,
(Xxxxx-Xxxxxx, Inc.), will remain in working capital until a minimum
of $100,000 working capital exist.
3. Further, it is agreed that bonuses and management fees will be at the
discretion of the officers of Xxxxx-Xxxxxx, Inc. and will be paid
quarterly depending on the profitability of the company.
In witness whereof, the parties hereto set their hands and affixed their
seals on this the I" day of April, 1998.
/s/ E. Xxxxxx Xxxxx /s/ Hardy X. Xxxxxx
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E. Xxxxxx Xxxxx Hardy X. Xxxxxx
President
Apple Homes Corporation