Debt Settlement Agreement between Infrastructure Developments Corp. and Cleanfield Energy, Inc. (June 4, 2012)
This agreement is between Infrastructure Developments Corp. (the creditor) and Cleanfield Energy, Inc. (the debtor). Cleanfield Energy owed $19,301.05 to Infrastructure Developments Corp. Instead of paying cash, Cleanfield Energy will issue 7,500,000 shares of its common stock to the creditor. The debtor also agrees not to issue more shares or other ownership interests that would reduce the creditor’s ownership below 75% without the creditor’s board approval. Once the shares are issued and authorized, the debt is considered fully settled.
Exhibit 10.10
DEBT SETTLEMENT AGREEMENT
This Debt Settlement Agreement (this “Agreement”) is effective June 4, 2012 between Infrastructure
Developments Corp. (“Creditor”) and Cleanfield Energy, Inc. (“Debtor”).
SECTION ONE
ACKNOWLEDGEMENT OF EXISTING OBLIGATION
The parties acknowledge that Debtor was indebted to Creditor, at February 28, 2012, for the sum of
nineteen thousand three hundred and one dollars and five cents ($19,301.05) pursuant to a memorandum
of understanding dated July 1, 2011, as amended July 7, 2011 (the "Memorandum").
SECTION TWO
AGREEMENT FOR DIFFERENT METHOD OF PAYMENT
Debtor and Creditor desire and agree to provide for the payment of the above-stated indebtedness in
accordance with terms and provisions different from, and in substitution of, the terms and obligations as
described in Section One above.
SECTION THREE
CONSIDERATION
In consideration of the mutual promises contained in this Agreement, Debtor and Creditor agree as
follows:
a.
Method of Payment: In full satisfaction the indebtedness described in Section One, Debtor
agrees to pay to Creditor and Creditor agrees to accept from Debtor seven million five
hundred thousand (7,500,000) shares of Debtor’s common stock, valued at approximately
$0.0027 per share, and Debtor agrees not to issue shares of Debtor's common stock or any
other form of ownership of Debtor to dilute Creditor's ownership of Debtor below seventy
five percent (75%) without prior approval from the Creditor's board of directors.
b.
Satisfaction: On execution of this Agreement and Debtor’s board of directors resolution
authorizing the issuance of 7,500,000 shares of Debtor’s common stock to Creditor, the
indebtedness of Debtor to Creditor described in Section One will be discharged.
In witness whereof, the parties have executed this Agreement on the date first mentioned above.
Cleanfield Energy, Inc.
/s/ James Kisselburg
By: James Kisselburg, president
Infrastructure Developments Corp.
/s/ Thomas Morgan
By: Thomas Morgan, chief executive officer
