Exhibit 10.70
STOCK PLEDGE AGREEMENT
October 31, 2001
Xxxxxx Xxxxxx
0000 Xxxxxxx Xxxx, Xxxxx 000
Xxxxxxxx, XX 00000
Dear Xxxxxx,
In consideration for the loan you, Xxxxxx Xxxxxx, a Texas resident, agreed to
make to Vertical Computer Systems, Inc. ("VCSY") (the "Loan") on the terms set
forth in the Loan Documents, including the two Promissory Notes (the "First
Promissory Note" and the "Second Promissory Note"), the Stock Pledge Agreement,
and other loan documents, Mountain Reservoir Corp ("MRC"hereby agree to the
following:
1. Upon our receipt of your loan to VCSY $100,000, MRC hereby pledges 5,225,000
shares of VCSY common stock (the "Shares") owned by MRC to pay any amounts due
in the event of a default on the First Promissory Note issued by VCSY. The
Shares shall be held by the Law Offices of Xxxx Xxxx. In the event that VCSY
fails to pay monies in accordance with the First Promissory Note and the
Collateral as set forth and defined in the Stock Pledge Agreement is
insufficient to cover any shortfall, the number of "Shares" necessary to cover
the amount of any default on the First Promissory Note shall be sold.
2. In the event that you loan VCSY an additional $100,000 and all right, title,
and interest to the property identified in the Asset Purchase Agreement, dated
October 31, 2001 is transferred to VCSY, MRC hereby pledges an additional
5,225,000 shares of VCSY common stock (the "Shares") owned by MRC to pay any
amounts due in the event of a default on the Second Promissory Note issued by
VCSY. The Shares shall be held by the Law Offices of Xxxx Xxxx. In the event
that VCSY fails to pay monies in accordance with the Second Promissory Note and
the Collateral as set forth and defined in the Stock Pledge Agreement is
insufficient to cover any shortfall, the number of "Shares" necessary to cover
the amount of any default on the Second Promissory Note shall be sold.
If the foregoing meets with your approval, please sign in the space provided
below. Thank you.
Sincerely,
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Xxxxx Xxxxx, President
Mountain Reservoir Corp.
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Xxxxxx Xxxxxx
