Exhibit10.2
EX-10.2 3 whdi8k20100119ex10-2.htm LETTER AGREEMENT WITH EDON MOYAL DATED JANUARY 13, 2010 whdi8k20100119ex10-2.htm
Exhibit 10.2
January 13, 2010
Edon Moyal
6991 Bixbite Place
Carlsbad, CA 92009
Dear Edon:
Who’s Your Daddy, Inc. (the “Company”) has certain outstanding indebtedness that was created during the time you were an Executive Officer and/or Director of the Company. This indebtedness is detailed below:
| Unpaid payroll taxes – Federal (excludes penalties & interest) | $ | 119,035 | ||
| Unpaid payroll taxes – State (excludes penalties & interest) | 65,114 | |||
| Settlement with Who’s Ya Daddy, Inc. | 100,000 | |||
| Settlement with Defiance U.S.A., Inc. (including interest) | 217,000 | |||
| Total | $ | 490,996 | ||
| In addition to the amounts shown above, penalties and interest for Federal and State unpaid payroll taxes currently total approximately $75,000 and continue to accrue. | ||||
The Company is also indebted to you in the amount of $343,926.64 consisting of $200,458.33 in accrued and unpaid salary through September 30, 2009 and $143,468.31 in unpaid loans and advances made by you. It is agreed that no salary shall be accrued for you subsequent to September 30, 2009.
This significant indebtedness noted above has made it extremely difficult to raise capital and to move the Company forward. In order to relieve the Company of some of its debt burden, you have agreed to the following:
| 1. | Because you have attempted to collect the amounts owed to you described above and because the Company has been unable to pay, and continues to be unable to pay such amounts, the Company will not repay this debt you. Included in the $200,458.33 amount owed to you is the amount of $32,604.00 originally recorded as owed to EP Creations, which was reclassified effective June 30, 2009 in accordance with your instructions, as being owed to you. |
Who’s Your Daddy, Inc., 26381 Crown Valley Parkway, #230, Mission Viejo, CA 92690
Phone ###-###-#### … Fax ###-###-####
| 2. | You will assign to the Company 1,227,199 of unpledged common shares of stock of the Company that are held in your name on certificate #4080 (the “Transferred Stock”). It is understood that you will keep 590,030 shares currently held in your name and that 159,647 shares held in your name are pledged to Defiance U.S.A., Inc. as collateral for amounts owed to them. The Company will use its best efforts to sell the Transferred Stock and use the proceeds, net of costs of creditor settlement (including legal costs) and stock liquidation, to repay debt in the following order: |
| | a. Debt for unpaid payroll taxes |
| | b. Debt to Who’s Ya Daddy, Inc. |
| | c. Debt to Defiance U.S.A., Inc./Christopher Wicks |
The Company cannot assure you that it will be successful in liquidating any of the Transferred Stock or that, if successful, the net proceeds of the liquidation will be sufficient to repay any of the indebtedness referred to above. As a result, this letter in no way constitutes a release by the Company of any liability you may have for any of this indebtedness. In the event that the Company is unsuccessful in liquidating any of the Transferred Stock by August 1, 2010, then the non-liquidated shares shall be returned to you.
If this letter is in accordance with your understanding of what you have agreed to do, please sign below and return to me as soon as possible.
Sincerely,
Michael R. Dunn
CEO
ACKNOWLEDGED AND AGREED.
___________________________
Edon Moyal
___________________________
Date
Who’s Your Daddy, Inc., 26381 Crown Valley Parkway, #230, Mission Viejo, CA 92690
Phone ###-###-#### … Fax ###-###-####
