Exhibit A
AGREEMENT PURSUANT TO RULE 13d l(f)
OF THE SECURITIES AND EXCHANGE COMMISSION
AGREEMENT, to be effective as of November 13, 1996, among WOODLAND
PARTNERS, a New York general partnership, with its principal office at 00
Xxxxxxxx Xxxx, Xxxxxxxxxx, Xxx Xxxx 00000, XXXXX XXXXXXXXXX, residing at 00
Xxxxxxxx Xxxx, Xxxxxxxxxx, Xxx Xxxx 00000, XXXXXXX XXXXXXXXXX, residing at 00
Xxxxxxxx Xxxx, Xxxxxxxxxx, Xxx Xxxx 00000, THE XXXXXXX AND XXXXX XXXXXXXXXX
FAMILY FOUNDATION, with its principal office at 00 Xxxxxxxx Xxxx, Xxxxxxxxxx,
Xxx Xxxx 00000, WOODLAND VENTURE FUND, with its principal office at 00 Xxxxxxxx
Xxxx, Xxxxxxxxxx, Xxx Xxxx 00000, SENECA VENTURES, with its principal office at
00 Xxxxxxxx Xxxx, Xxxxxxxxxx, Xxx Xxxx 00000, WOODLAND SERVICES CORP., with its
principal office at 00 Xxxxxxxx Xxxx, Xxxxxxxxxx, Xxx Xxxx 00000, and XXXXX
XXXXXXXXXX, residing at 00 Xxxxxxxx Xxxx, Xxxxxxxxxx, Xxx Xxxx 00000.
WHEREAS, for convenience and expediency, each party hereto desires to
file the statements required by ss.13(d) of the Securities Exchange Act of 1934,
as amended, jointly with all other parties hereto; and
WHEREAS, Rule 13D-1(f) promulgated by the Securities and Exchange
Commission requires that this Agreement be set forth in writing and filed with
the Commission;
NOW THEREFORE, it is hereby agreed as follows:
- 20 of 23 -
1. Each party hereto agrees that it will file all statements and
reports required under ss.13(d) of the Securities Exchange Act of 1934, as
amended, including without limitation, Schedule 13D, and all amendments of all
such statements and/or reports, jointly with all other parties hereto.
2. Any party hereto may hereafter terminate this Agreement, with
respect to itself only, by giving written notice thereof to all other parties
hereto, and to UNITY FIRST ACQUISITION CORP. and the Securities and Exchange
Commission. The withdrawal of any one or more parties shall not cause the
termination of this Agreement with respect to the parties not giving notice of
termination as aforesaid.
3. Unless sooner terminated as provided in paragraph 2 above, this
Agreement shall be for a period of one (1) year from the date hereof, and shall
be automatically renewable for successive one (1) year periods, unless
terminated by any party, as to such party, on sixty (60) days notice.
4. This Agreement may be executed in counterparts, each of which shall
be deemed an original and all of which shall constitute one and the same
instrument.
- 21 of 23 -
