ASSIGNMENT AGREEMENT
THIS AGREEMENT (the "Agreement"), made and entered into this eighth day of
March, 2000, by and between Xxxxxx Xxxxxxx, whose address is : 00 Xxxxxx Xxx.,
Xxxxxxx Xxxxxxx, XX 00000 (hereinafter "Allesch"), and Xxxxxxxxxxxxx.xxx, Inc.,
a Nevada Corporation, with a present corporate address at: 00 Xxxxxxxxx Xxxxx,
Xxxx Xxxx, Xxx Xxxx 00000 (hereinafter "Cars"), with respect to the following:
Whereas, Allesch owns all the rights and interest to and wishes to sell and
assign those rights and interest to the Internet address site (also known as the
"URL address") to "Xxxxxxxxxxxxx.xxx", as so filed with , and registered by
Network Solutions; and
WHEREAS, Cars wishes to purchase all the rights and interest to the URL
"Xxxxxxxxxxxxx.Xxx".
THEREFORE, in consideration for the payment described in the following
section of this agreement Seller hereby transfers and assigns all rights and
interest to Buyer. Buyer shall have the right to register the said name and all
rights inclusive in Buyer's own name and shall have the exclusive right to
dispose of the rights in any way Buyer sees fit. Seller retains no rights
whatsoever. The assignment of this section shall take effect on the execution of
this agreement.
In consideration of the assignment described above, Buyer agrees to
compensate Seller as follows:
a) Seller shall receive 100,000 shares of restricted common stock in
Xxxxxxxxxxxxx.xxx, Inc., presently a privately held Nevada Corporation; and
b) The option to purchase 100,000 shares of common stock of Xxxxxxxxxxxxx.xxx,
Inc., at $0.06 per share pursuant to an SB-2 Offering, which the Company intends
to initiate and complete within six months of the date of this agreement. Prior
to receipt of said shares, Seller agrees to sign an agreement with Cars agreeing
to sell no more than 1,000 shares of said stock per day. This shall be the only
consideration paid to said Seller.
Seller warrants that Seller has the legal right to sell and grant Buyer the
assignment set out in of this agreement and that such assignment does not
infringe any third parties' rights. Seller further warrants that there are no
pending lawsuits concerning any aspects of the rights.
Upon execution of this Agreement, Seller warrants that she will transfer
the URL site to the Buyer. Further, Seller warrants that she will immediately
contact Network Solutions to obtain the necessary paperwork to transfer the
assignment of rights from the Buyer and, Fill out and submit the same.
Buyer agrees that should Xxxxxxxxxxxxx.xxx, Inc. go bankrupt or become
insolvent within 12 months from the date herein, That the "URL
"Xxxxxxxxxxxxx.xxx" will voluntarily be returned to Seller and that Buyer will
execute any and allpaperwork requested of him by Seller to effectuate such a
transaction.
Assignment. This agreement is freely assignable by both parties and shall
be binding upon and shall inure to the benefit of the legal successors and
assigns of the parties.
Governing Law. This Agreement shall be governed by and construed and
enforced in accordance with the laws of the State of New York, County of Nassau.
Counterparts. This Agreement may be executed simultaneously in two or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument. Signatures sent by
facsimile transmission shall be deemed to be evidence of the original execution
thereof.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first written above
"Seller" "Buyer"
/s_______________ /s_______________
Xxxxxx Xxxxxxx Xxxxxxx X. Xxxxxx, Xx.
Xxxxx X. Xxxxxxxx, Xx. Xxxxxxxx Xxxxx
Notary Public of New Jersey Notary Public of New Jersey
My Commission Expires 9-9-2001 My Commission Expires May 3, 2001
/s_______________ /s______________
