posted
Posted by: The Rainmaker In reply to: sitka-evenstar who wrote msg# 199 Date:10/31/2007 5:42:33 PM Post #of 240
Three things happened here but not one person posted this:
1)June 6th your CEO resigned and signed a mutual release and walked away from any money owed to him.
2)July 7th Joseph Meuse signed an agreement to purchase control of FFBU for $500k.
3)FFBU cancelled the aquistion of Footfridge on 8/21/07.
4)This is becoming a Joseph Meuse shell now with plans for a Reverse Merger.
CEO resigned...Effective June 6, 2007, Fit For Business International, Inc. (the "Company") and its Chief Executive Officer, Mark Poulsen ("Poulsen"), terminated its employment agreement ("Agreement) through execution of a Mutual Release and a MutualRecession (collectively "Release and Recession"). Under the terms of the Release and Recession, Poulsen and the Company mutually rescinded the Agreement, and Poulsen waived his right to any claims that he may now have against the Company, which includes his current and future right to $1,573,034 presently accrued in compensation and related expenses.
FIT FOR BUSINESS INTERNATIONAL, INC. MUTUAL RESCISSION AGREEMENT EMPLOYMENT AGREEMENT DATED NOVEMBER 29, 2004 WITH MARK POULSEN AS CHIEF EXECUTIVE OFFICER
This Agreement of mutual rescission of a contract made and entered into this 6th day of June, 2007, by and between Mark Poulsen ("Poulsen") and Fit For Business International, Inc. ("FFB").
FFB and Poulsen hereby mutually acknowledge and agree that:
1. On November 29, 2004, the parties entered into an employment agreement hiring Poulsen as Chief Executive Officer of FFB which is attached and marked Exhibit B (the "Employment Agreement").
2. The parties to the Employment Agreement and to this agreement of mutual rescission wish to rescind the Employment Agreement and to simultaneously execute a mutual release agreement attached and marked Exhibit C (the "Mutual Release")
3. Therefore, in consideration of the mutual covenants of the parties, the parties hereby rescind the Employment Agreement effective as of this day first written above.
4. Further, the Company agrees to defend, indemnify and hold harmless Poulsen from and against any and all costs, expenses and liability (including attorney's fees paid in the defense of Poulsen) which may in any way result from services rendered by Poulsen pursuant to or in any connection with the Employment Agreement other than any such liabilities resulting from Poulsen's gross negligence or willful misconduct in the event that the Company's Director's and Officers liability insurance does not cover any of such claims.
5. This agreement of mutual rescission shall be binding upon the parties, their successors, assigns and personal representatives. Neither party shall have any further rights or duties thereunder.
This Agreement contains the entire understanding of the parties hereto relating to the subject matter herein contained, and can be changed only by a writing signed by both parties hereto.
This Agreement shall be governed by and construed in accordance with the substantive law of the State of New York without regard to choice of law principles.
IN WITNESS HEREOF, the parties have signed this agreement as of the day and year first set forth above.
FIT FOR BUSINESS INTERNATIONAL, INC.
By: /s/ Mark Poulsen June 6, 2007 ----------------- ------------ Print: Mark Poulsen, CEO Date
ACCEPTED AND AGREED:
By: /s/ Mark Poulsen June 6, 2007 ----------------- ------------ Print: Mark Poulsen Date
MUTUAL RELEASE
This Mutual Release ("Release"), is executed this 6th day of June, 2007, by and between, Mark Poulsen (hereinafter referred to as "Poulsen"), and Fit For Business International, Inc. and any and all affiliates (hereinafter "FFB").
RECITALS:
WHEREAS, Poulsen has been the Chief Executive Officer of FFB under an employment agreement dated November 29, 2004 (the "Employment Agreement"); and
WHEREAS, Poulsen and FFB have agreed to rescind the Employment Agreement pursuant to a mutual rescission agreement (the "Mutual Rescission Agreement").
WITNESSETH:
NOW THEREFORE, for and in consideration of the payment of One Dollar ($1.00), and other good and valuable consideration, in hand paid, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
1. Poulsen hereby releases and forever discharges FFB, the officers, directors, employees, and affiliates of FFB from any and all claims, demands, judgments, proceedings, causes of action, orders, obligations, contracts, agreements, liens, accounts, costs and expenses (including attorney's fees and court costs), debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, matured or unmatured, both at law (including federal and state securities laws) and in equity, which Poulsen or any of his respective affiliates now have, have ever had against FFB arising contemporaneously with or prior to the date of this Release in connection with the Employment Agreement or on account of or arising out of any matter, cause, event or omission occurring in connection with the Employment Agreement contemporaneously with or prior to the date of this Release exclusive of any provisions included in the Mutual Rescission Agreement.
Poulsen hereby irrevocably covenants to refrain from, directly or indirectly, asserting any claim or demand, or commencing, instituting or causing to be commenced, any proceeding of any kind against FFB based upon any matter purported to be released hereby.
2. FFB hereby releases and forever discharges Poulsen from any and all claims, demands, judgments, proceedings, causes of action, orders, obligations, contracts, agreements, liens, accounts, costs and expenses (including attorney's fees and court costs), debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, matured or unmatured, both at law (including federal and state securities laws) and in equity, which FFB or any of FFB's respective affiliates now have, have ever had against Poulsen arising contemporaneously with or prior to the date of this Release in connection with the Employment Agreement or on account of or arising out of any matter, cause, event or omission occurring in connection with the Employment Agreement contemporaneously with or prior to the date of this Release.
FFB hereby irrevocably covenants to refrain from, directly or indirectly, asserting any claim or demand, or commencing, instituting or causing to be commenced, any proceeding of any kind against Poulsen based upon any matter purported to be released hereby.
3. The provisions of this Agreement must be read as a whole and are not severable and/or separately enforceable by either party hereto.
4. Facsimile execution and delivery of this Release is legal, valid and binding for all purposes.
IN WITNESS WHEREOF, the undersigned have executed this Release in as of day first set forth above.
FIT FOR BUSINESS INTERNATIONAL, INC.
By: /s/ Mark Poulsen June 6, 2007 ----------------- ------------ Print: Mark Poulsen, CEO Date
ACCEPTED AND AGREED:
By: /s/ Mark Poulsen June 6, 2007 ----------------- ------------ Print: Mark Poulsen Date
Second Joseph Meuse Belmont Partners signed an agreement to aquire control of FFBU for 500k.
On July 7, 2007 the Company signed a letter of intent to facilitate a merger, acquisition or other combinational transaction with Belmont Partners, LLC (the "Buyer"). The Buyer's intent is to purchase a controlling interest in the Company's public vehicle (the "Vehicle") for a purchase price of $500,000. Upon acquisition of the Vehicle, the buyer would agree to effectuate a reverse merger of the Vehicle with a target company whereby the Vehicle would remain the surviving corporation.
3) Then FFBU cancelled the aquisition of Footbridge on 8/21/2007 On March 24, 2007, the Company acquired 100% of the common stock of Footfridge Pty Ltd ("Footfridge") in exchange for a $1,000,000 convertible promissory note. Pursuant to the agreement, Footfridge became a wholly owned subsidiary of the Company. Footfridge had minimal operations and its only significant asset was a patent for a certain heat reflection footwear device. Accordingly, the acquisition has been recorded as an intangible asset purchase with no goodwill recognized. The patent was recorded at $1,000,000, which was the estimated fair value of the note payable on the acquisition date. This agreement was rescinded on August 21, 2007, whereby the promissory note was cancelled and the Footfridge common stock was returned to the seller.
-------------------- Men lie......Women lie........numbers don't......... Posts: 526 | From: Atlantic city | Registered: Mar 2006
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posted
It's right there in their last 10K, about half way down!! Unreal, this could be huge,,,,,,imo
On July 7, 2007 the Company signed a letter of intent to facilitate a merger, acquisition or other combinational transaction with Belmont Partners, LLC (the "Buyer"). The Buyer's intent is to purchase a controlling interest in the Company's public vehicle (the "Vehicle") for a purchase price of $500,000. Upon acquisition of the Vehicle, the buyer would agree to effectuate a reverse merger of the Vehicle with a target company whereby the Vehicle would remain the surviving corporation.
If the above merger fails, Management will continue its attempt to seek a suitable Company to acquire or merge with and to raise additional equity and debt financing to sustain its current operations. The successful outcome of future activities cannot be determined at this time due to the current market conditions, and there are no assurances that if achieved, the Company will have sufficient funds to execute its intended business plan or generate positive operating results.
posted
Maybe with one of these shells TDWV GGGI FFBU something real will happen, or maybe not?
Posts: 942 | From: Wisconsin | Registered: Jan 2006
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posted
Hopefully,,,,,,,,,TDWV and GGGI both had mega runs,,,,,hopefully this one is next!
Belmont Partners is a national consulting firm specializing in reverse mergers.
The firm has successfully taken over 60 businesses public with a total market capitalization in excess of $1 billion. Belmont manages transactions in a broad range of industry sectors and focuses on assisting privately held businesses with revenues between $15 and $100 million.
-------------------- I refuse to tiptoe through life... only to arrive safely at death. Posts: 221 | From: michigan | Registered: Feb 2007
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posted
What is up with this stock? Anything cause todays run?
-------------------- "Life is not about arriving at the grave site with your body in great shape and peaceful, but to slide in sideways half worn out going, holy **** what a ride!!!!!" Posts: 297 | From: usa | Registered: Nov 2003
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posted
I have been going through withdrawal not being able to get this site! Whew, glad to hear everyone agin.
Posts: 942 | From: Wisconsin | Registered: Jan 2006
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posted
Today up 30% now at .035 I am up over 300% (small position) and holding on this one!
Posts: 942 | From: Wisconsin | Registered: Jan 2006
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-------------------- Please DON'T invest on JMO. Do YOUR research. Invest UR money the way YOU would like to! Thanks! ;) Posts: 936 | From: Virginia | Registered: Aug 2007
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-------------------- Please DON'T invest on JMO. Do YOUR research. Invest UR money the way YOU would like to! Thanks! ;) Posts: 936 | From: Virginia | Registered: Aug 2007
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