Agreement with
Eshoo Corp. dated October 24, 1996.
AGREEMENT
This Agreement is made and entered into this 24th day of October, 1996 by
and amongst the law offices of Xxxxxx X. Xxxxx, a professional law corporation
(Eshoo Corp.), Xxxxxx X. Xxxxx, its sole shareholder (hereinafter Eshoo) and
Whitestone Industries, Inc., a Delaware corporation (hereinafter Whitestone)
upon the following terms and conditions.
RECITALS
For approximately one year, secretary for Whitestone Eshoo, and persons in
the employ of Eshoo and Eshoo Corp., have acted as directors, secretaries and
assistant secretary to Whitestone and have received no monetary remuneration for
this task; and
Whereas, Eshoo and Eshoo Corp. have agreed to continue to so act as
director and to serve as secretary for Whitestone for so long as Whitestone
desires on an as needed basis in the future and to perform all services incident
thereto provided they are compensated; and
Whereas, Whitestone has agreed to compensate Eshoo and Eshoo Corp. for the
services that it will provide as secretary and director both for such past
services and for prospective services as needed;
NOW THEREFORE, the parties agree as follows:
AGREEMENT
1. Whitestone shall issue to Eshoo Corp. fifty thousand (50,000) shares
of S8 common stock in Whitestone without legend for the services rendered by
Eshoo and Eshoo Corp. both in the past and to be rendered in the future in
acting as a director and secretary to Whitestone.
2. In exchange for the payment of such shares of stock, Eshoo and Eshoo
Corp. shall continue to act as director and secretary for the corporation for so
long as the Board of Directors of Whitestone shall direct and/or until such time
as Eshoo and Eshoo Corp. shall resign in such capacities.
3. The parties agree that this Agreement may be enforced by both legal
and equitable remedies including specific performance. Should litigation become
necessary to enforce the rights of either party to this Agreement, the
prevailing party shall be entitled to recover all costs, including reasonable
attorney's fees and costs.
4. This Agreement sets forth all of the premises, covenants, agreements,
conditions and understandings between the parties hereto, and supersedes all
prior and contemporaneous agreements and understandings, inducements or
conditions, express or implied, oral or written, except as herein contained.
This Agreement may not be modified other than by another agreement in writing,
duly executed by the parties hereto.
5. This Agreement shall be governed by and construed in accordance with
the laws in the State of California. By entering into this Agreement, the
parties agree to the jurisdiction of the California courts with venue in San
Mateo County.
6. The provisions of this Agreement shall be binding upon each of the
parties hereto and on their respective heirs, executors, administrators,
personal representatives or other legal representative.
WHITESTONE INDUSTRIES, INC.
/s/Xxxxxx Xx
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By: Xxxxxx Xx, President
LAW OFFICES OF XXXXXX X. XXXXX
A PROFESSIONAL LAW CORPORATION
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By: Xxxxxx X. Xxxxx, Secretary and
President
XXXXXX X. XXXXX
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Xxxxxx X. Xxxxx
