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EXHIBIT 10.9
AGREEMENT TO PURCHASE FRANCHISE TERRITORIES
THIS AGREEMENT is entered into on November 29, 1999 between ZLand, Inc., a
California corporation, located at 00000 Xxxxx Xxxxx Xxxx, Xxxxx Xxxxx,
Xxxxxxxxxx, XXX hereinafter referred to as "Seller" and Dorado Resources Corp.,
and or its assigns, 000-000 Xxxx Xxxxxx, Xxxxxxxxx, XX, Xxxxxx hereinafter
referred to as "Buyer".
RECITALS:
a. Seller owns or has a subsidiary who owns the franchise development rights
for certain territories; and
b. Buyer or its principals and investors own a company or subsidiary which
wishes to purchase said rights from Seller or Seller's subsidiary
ACCORDINGLY, it is agreed as follows:
1. Seller agrees to sell and Buyer agrees to buy one hundred (100) ZLand
Franchise territories within Canada. Buyer shall designate where the one
hundred territories shall be located within the cities of Vancouver and
Toronto, from the 120 total territories available.
2. A franchise agreement substantially similar to that contained in Exhibit A
("ZLand Business Program Franchise Agreement") shall govern the territories.
3. The purchase price is Thirty Thousand US Dollars ($30,000) per territory, and
Three Million US Dollars (US$3,000,000) in total, US$150,000 of which shall
be paid by Buyer on or before December 31, 1999. A further US$150,000 shall
be paid by Buyer on or before March 31, 2000; a further US$500,000 shall be
paid on or before June 30, 2000; a further US$1,000,000 shall be paid on or
before September 30, 2000; a final US$1,200,000 shall be paid on or before
November 30, 2000, unless otherwise mutually amended by both parties.
4. Franchisee agrees to purchase the remaining 391 ZLand franchise territories
in Canada, and agrees to establish a rollout schedule for the operational
launch of the first 200 of these territories with ZLand on or before March
31, 2000. Franchisee agrees to establish a rollout schedule for the
operational launch of the next 100 of these territories with ZLand on or
before June 30, 2000. Franchisee agrees to establish a rollout schedule for
the operational launch of the remaining 91 of these territories with ZLand
on or before December 31, 2000. Franchisee agrees that such rollouts shall
be complete on or before December 31, 2001. Franchisee has the right to
accelerate these rollout schedules and purchases. Payment terms to be
mutually agreed by ZLand and Franchisee, but payment shall be completed on
or before the rollout period ending December 31, 2001.
5. Seller agrees that Buyer will have a right to buy all Canadian territories
for as long as the schedule of purchases in item 4 above is strictly adhered
to. Payment amount is not to exceed US$30,000 per territory.
6. Seller and Buyer both agree that once they begin their relationship as
Franchisor and Franchisee, it shall be governed by the terms, conditions and
disclosures set forth in the franchise agreement.
7. Seller and Buyer both agree that the initial 100 Territory purchase in 1.
above is subject to ZLand completing and having access to at least US$15
million from its Series C funding, and Buyer completing at least US$300,000
in funding on or before December 31, 1999.
IN WITNESS WHEREOF, THE PARTIES HAVE EXECUTED THIS AGREEMENT AT ALISO VIEJO,
CALIFORNIA, USA ON NOVEMBER 29, 1999.
ZLAND, INC. DORADO RESOURCES CORP.
/s/ Xxxxx Xxxxx /s/ Xxxxxxx Xxxxxx
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By: Xxxxx Xxxxx, President By: Xxxxxxx Xxxxxx, President
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EXHIBIT A
BUSINESS PROGRAM FRANCHISE AGREEMENT
(Between ZLand, Inc. and Dorado Resources Corp.)
