Memorandum of Understanding Among Richard H. Murray, QI Systems Inc., and Matthew Yugovich Regarding Share Transfer
This agreement is between Richard H. Murray, QI Systems Inc., and Matthew Yugovich. Richard H. Murray will provide 500,000 unrestricted QI Systems shares to pay part of a fee owed by QI Systems under a separate advertising agreement. In exchange, QI Systems will issue 812,500 restricted shares to Richard H. Murray and will handle any tax consequences resulting from the share transfer. All parties agree to promptly take any necessary actions to implement the agreement.
EXHIBIT 10.23
Memorandum of Understanding
May 26, 2005
Terms of Agreement between Richard H. Murray (RHM) and QI Systems Inc. (QI) and Matthew Yugovich (Matt)
Whereas:
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| • | QI has entered into an ADVERTISING AND PROMOTIONAL SERVICE AGREEMENT with Hobsen Lorenze Bowersock and Associates, 207 North Moss Road, Winter Springs, FL 32708 |
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| • | QI and Matt have requested RHM to provide 500,000 currently issued free-standing shares of QI to pay part of the fee for the above agreement |
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| It is hereby agreed as follows: | |
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| • | RHM will arrange delivery of 500,000 unrestricted shares to QI for payment to Hobson, Lorenze, Bowersock and Associates |
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| • | In return, QI agrees to issue RHM 812,500 restricted shares. |
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| • | QI will be responsible for the tax consequence, if any, to RHM caused by the transfer of these shares |
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| • | Parties hereto hereby agree to take all actions necessary to give effect to this agreement without delay |
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| This memorandum is hereby agreed by the following: | |
By:
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| /s/ RICHARD H. MURRAY | |
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| Richard H. Murray | |
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| /s/ MATHEW YUGOVICH | |
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| Matthew Yugovich | |
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| /s/ STEVEN GARMAN | |
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| Steven Garman, | |
