Exhibit 10.8
LEAK-OUT AGREEMENT
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THIS LEAK-OUT AGREEMENT BETWEEN CHALLENGER POWERBOATS, INC. (THE "COMPANY") AND
XXXX XXXXXXX, HIS AFFILIATES, RELATED PARTY ENTITIES, SUCCESSORS AND FAMILY
MEMBERS (HEREIN REFERRED TO AS "XXXXXXX") IS DATED JANUARY 29, 2007 AND
SUPERSEDES ANY AND ALL OTHER AGREEMENTS ON THE SUBJECT MATTER OF THIS LEAK-OUT
AGREEMENT WHETHER IN WRITING OR ORALLY COMMUNICATED BETWEEN BOTH PARTIES.
Challenger Powerboats, Inc.
000 Xxxxxxxx Xx.
Xxxxxxxxxx, XX 00000
Ladies and Gentlemen:
In consideration for Asset and Technology Acquisition Agreement between IMAR
Group LLC and Xxxx Xxxxxxx and Gekko Sports Corporation and the Employment
Agreement between Challenger Powerboats and Xxxxxxx both of which are dated on
or about January 29, 2007 and for other good and valuable consideration, receipt
of which is hereby acknowledged, the undersigned hereby agrees, for a period
commencing on the date of this Agreement and until January 29, 2009 ("Restricted
Period"), not to publicly or privately offer to sell, contract to sell or
otherwise sell, dispose of, loan, gift, donate, pledge or grant any rights
(collectively, a "Disposition") with respect to any shares of the Company's
Preferred Stock, Common Stock, any options or warrants to purchase any shares of
Common Stock or any securities convertible into or exchangeable for shares of
the Company's Common Stock (collectively, "Securities"), now owned or hereafter
acquired directly by the undersigned or with respect to which the undersigned
has or hereafter acquires the power of disposition.
For a period of twelve (12) months following the Restricted Period ("Leak-Out
Period"), Overbye's disposition of Securities shall be limited to open market
sales of his Securities in an aggregate amount equal to three quarters of one
percent (.75%) of the total weekly volume of the Securities. During the
Leak-Out Period, Xxxxxxx will not effectuate any other Disposition of the
Securities.
The foregoing restriction is expressly agreed to preclude the holder of the
Securities from engaging in any hedging or other transaction which is designed
to or reasonably expected to lead to or result in a Disposition of Securities
during the Restricted Period or Leak-Out Period even if such Securities would be
disposed of by someone other than the undersigned. Such prohibited hedging or
other transactions would include without limitation any short sale (whether or
not against the box) or any purchase, sale or grant of any right (including
without limitation any put or call option) with respect to any Securities or
with respect to any security (other than a broad-based market basket or index)
that includes, relates to or derives any significant part of its value from
Securities.
Any controversy, claim or dispute arising from the interpretation of this
Agreement, or breach thereof, shall be settled by arbitration in the County of
St. Louis, State of Missouri in accordance with the rules of the American
Arbitration Association there in effect, except that the parties thereto shall
have any right to discovery as would permitted by the Federal Rules of Civil
Procedure. The decision of the Arbitrator(s) shall be final.
Very truly yours,
Xxxx Xxxxxxx
/s/ Xxxx Xxxxxxx
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Accepted as of the date first set forth above:
By Challenger Powerboats, Inc.
/s/ Xxxxxx Xxxxxxxx
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Xxxxxx Xxxxxxxx, President & CEO
