Exhibit 10.2
RETURN TO TREASURY AGREEMENT
THIS AGREEMENT is made as of the 23 day of May, 2011
BETWEEN:
GULF SHORES INVESTMENTS, INC., a corporation formed pursuant to the
laws of the State of Nevada and having an office for business located
at 0000 000xx Xxxxxx, Xxxxx 000, Xxxxxxxx, XX 00000
(the "Company")
AND:
WAN-XXXX XXX
(the "Shareholder").
WHEREAS:
A. The Shareholder is the registered and beneficial owner of 75,775,000 shares
of the Company's common stock.
B. the Shareholder has agreed to return Forty-Four Million Two Hundred and
Seventy-Five Thousand (48,275,000) shares of the Company's common stock (the
"Surrendered Shares") held by them to the treasury of the Company for the sole
purpose of the Company retiring the Surrendered Shares.
NOW THEREFORE THIS AGREEMENT WITNESSETH THAT in consideration of the premises
and sum of $1.00 now paid by the Company to the Shareholder, the receipt and
sufficiency whereof is hereby acknowledged, the parties hereto hereby agree as
follows:
SURRENDER OF SHARES
1. The Shareholder hereby surrenders to the Company the Surrendered Shares by
delivering to the Company herewith a share certificate or certificates
representing the Shares. The Company hereby acknowledges receipt from the
Shareholder of the certificates for the sole purpose of retiring the Surrendered
Shares.
RETIREMENT OF SHARES
2. The Company agrees to retire the Surrendered Shares pursuant to the Nevada
Revised Statutes.
REPRESENTATIONS AND WARRANTIES
3. The Shareholder represents and warrants to the Company that it is the owner
of the Surrendered Shares and that it has good and marketable title to the
Surrendered Shares and that the Surrendered Shares are free and clear of all
liens, security interests or pledges of any kind whatsoever.
GENERAL
4. Each of the parties will execute and deliver such further and other documents
and do and perform such further and other acts as any other party may reasonably
require to carry out and give effect to the terms and intention of this
Agreement.
5. Time is expressly declared to be the essence of this Agreement.
6. The provisions contained herein constitute the entire agreement among the
Company and the Shareholder respecting the subject matter hereof and supersede
all previous communications, representations and agreements, whether verbal or
written, among the Company and the Shareholder with respect to the subject
matter hereof.
7. This Agreement will enure to the benefit of and be binding upon the parties
hereto and their respective heirs, executors, administrators, successors and
permitted assigns.
8. This Agreement is not assignable without the prior written consent of the
parties hereto.
9. This Agreement may be executed in counterparts, each of which when executed
by any party will be deemed to be an original and all of which counterparts will
together constitute one and the same Agreement. Delivery of executed copies of
this Agreement by telecopier will constitute proper delivery, provided that
originally executed counterparts are delivered to the parties within a
reasonable time thereafter.
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IN WITNESS WHEREOF, the undersigned has executed and delivered this Counterpart
Signature Page on the date first above written.
Signatures:
1) Wan-Xxxx Xxx /s/ Wan-Xxxx Xxx
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IN WITNESS WHEREOF, the undersigned has executed and delivered this Counterpart
Signature Page on the date first above written.
Signatures:
2) Gulf Shores Investments, Inc. By: /s/ Xxxxxxxx Xxxxx
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Name: Xxxxxxxx Xxxxx
Title: Chief Executive Officer
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