Mix shall give Company and its representatives full access to any personnel and all properties, documents, books, records and operations relating to the Assets within a reasonable amount of time from the date of any such request, but in each such case within ten (10) business days from the date of request. The obligations of Company, with respect to the Transaction, shall be subject to the satisfaction of the conditions customary to transactions of this type, including without limitation: (a) confirmation that the representations and warranties of Mix are true and accurate in all respects affecting the transaction and, (b) satisfactory completion of due diligence by Company.Īccess to Relevant Documents and Properties. Within 5 business days of the signing the Definitive Binding Agreement Mix will be issued Two Million Five Hundred Thousand (2,500,000) newly issued shares of common stock in the Company.Ĭonditions to Consummation of the Transaction. The Parties contemplate that the principal terms and conditions of the Transaction shall be as follows:Ĭash: Within 5 business days of signing this Agreement, the Company and Mix will enter into a Definitive Binding Agreement and upon executing such agreement, Mix will receive One Hundred and Twenty thousand dollars ($120,000) USD as a refundable cash deposit towards the purchase of Assets. Company desires to acquire 100% of the Assets that will be owned by Mix and Mix desires to sell those Assets to the Company. The following shall constitute an expression of the mutual intent of the Parties hereto and is contingent upon the successful negotiation, execution, and delivery of definitive agreements between Mix and the Company setting forth in detail the terms and conditions of the proposed transactions and agreements (the ∽efinitive Agreements). The general understating of the terms and conditions of the Transaction are set forth herein. This MOU contemplates the proposed transaction (the Transaction) between the Parties that provides for Company to acquire all of the Assets controlled or yet to be controlled by Mix. Mix desires to sell the Assets, and Company desires to purchase all of the Assets from or controlled by Mix, and acquire full rights to market and sell such Assets and conduct business activities with the Assets. Mix is the owner of the Mix1 Assets (the ∺ssets) described very specifically in Schedule ∺ attached hereto. This MOU sets forth the general terms and conditions for an Asset Purchase, to which the Company and the Mix have jointly agreed. (Mix and Company may individually referred to hereinafter as Party collectively referred to hereinafter as the Parties). The Parties agree to maintain insurance adequate to protect their respective personnel and assets from loss, theft, or damage.This Memorandum of Understanding (MOU), dated June 28 th, 2013, is by and between PDK Energy, Inc., a Mississippi Corporation (∼ompany) and Mix1, LLC, an Arizona Limited Liability Company (Mix). The Parties agree that an independent consultant shall be hired to carry out a risk assessment prior to beginning any work related to this collaboration agreement. No additional partners or subcontractors shall be hired or procured without prior written approval from both parties. Any remaining profits or proceeds shall be distributed equally amongst the parties to this collaboration agreement.This includes the above referenced excess capital contributions from either of the involved parties, as well as any overhead costs associated with the project, such as compensation for managers, consultants, subcontractors, or equipment. Any shared financial obligations shall be repaid using the proceeds from the collaboration’s efforts.FundingĪll profits, proceeds, and other returns related to this collaboration agreement shall be distributed in the following manner: This includes providing personnel and financial resources to obtain additional personnel for the purpose of achieving the above listed objectives. The Parties shall equally share any staffing responsibilities related to this collaboration agreement. The following individuals have been appointed as chosen primary representatives for their respective employers: Name It is mutually understood that the Parties shall make every effort to ensure that all involved parties are fully aware of any pertinent facts related to the above listed objectives for the duration of this collaboration agreement.Ĭhosen primary representatives shall be responsible for keeping their respective employers abreast of any developments related to this collaboration agreement. The Parties shall each nominate a primary representative to act on their behalf in all matters related to this collaboration agreement.Ĭhosen primary representatives shall be vested with the full ability to make decisions on behalf of their respective employers.
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