NET LNNX INC
SC 13D, 1997-04-08
REAL ESTATE
Previous: PALFED INC, DEFA14A, 1997-04-08
Next: OPPENHEIMER GROUP INC, SC 13G, 1997-04-08


 
                     SECURITIES AND EXCHANGE COMMISSION         
                           Washington, D.C. 20549

                               SCHEDULE 13D 
                  Under the Securities Exchange Act of 1934

                              NET LNNX, INC.
                             (Name of Issuer)

                       Common Stock, No Par Value 
                     (Title of Class of Securities)

                               64107P 10 2
                             (CUSIP Number)

                           Louis Edward Selman
                        19575 Trails End Terrace
                           Jupiter, FL 33458                  
                             (561) 575-9085
          (Name, Address and Telephone Number of Person Authorized to
        Receive Notices and Communications on Behalf of Reporting Person)

                             March 26, 1997
           (Date of Event which Requires Filing of this Statement)

     If the filing person has previously filed a statement on Schedule 13G to 
report the acquisition which is the subject of this Schedule 13D, and is 
filing this schedule because of Rule 13d.1(b)(3) or (4), check the following 
box [   ] .

Check the following box if a fee is being paid with this statement [ X].  (A 
fee is not required only if the reporting person: (1) has a previous statement 
on file reporting beneficial ownership of more than five percent of the class 
of securities described in Item 1; and (2) has filed no amendment subsequent 
thereto reporting beneficial ownership of five percent or less of such class. 
(See Rule 13d-7)

     Note:  Six copies of this statement, including all exhibits, should be 
filed with the Commission. See Rule 13d-1(a) for other parties to whom copies 
are to be sent.

     * The remainder of this cover page shall be filled out for a reporting 
person's initial filing on this form with respect to the subject class of 
securities, and for any subsequent amendment containing information which 
would alter disclosures provided in a prior cover page.

     The information required on the remainder of this cover page shall not be 
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange 
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of 
the Act but shall be subject to all other provisions of the Act (However, see 
the Notes.)

<PAGE>

CUSIP No.     64107P 10 2
                               
(1)  Names  of Reporting  Persons/SS or IRS  Identification  Nos.  of Above 
Persons: 

                     Louis Edward Selman  
                   
(2)  Check the Appropriate Row if a Member of a Group (See Instructions)
 
     (a)            
     
     (b)             

(3)  SEC  Use  Only      
     

(4)  Sources  of  Funds  (See  Instructions):     PF
     

(5)  Check if Disclosure of Legal Proceedings is Required Pursuant to Item 
2(d) or 2(e)

(6)  Citizenship  or  Place  of  Organization:     U.S.      
     
Number of          (7)  Sole Voting Power:       250,000     
Shares Bene-          
ficially           (8)  Shared Voting Power   
Owned by          
Each Report-       (9)  Sole Dispositive Power:  250,000     
ing Person          
With              (10) Shared Dispositive Power            
     
(11)  Aggregate Amount Beneficially Owned by Each Reporting Person:

                  250,000
     
(12)  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See 
Instructions)      
     
      
(13)  Percent  of Class  Represented  by  Amount  in Row  (11):    15.5%     
     

(14)  Type  of  Reporting  Person  (See  Instructions):    IN    
Item 1. Security and Issuer

This statement relates to the Common Stock, no par value ("Common Stock") of 

<PAGE>

Net Lnnx, Inc. ("Issuer").  The principal executive offices of the Issuer are 
presently located at 324 Datura Street, Suite 150, West Palm Beach, Florida 
33401.

Item 2.  Identity and Background

     The Reporting Person is Louis Edward Selman, 19575 Trails End Terrace, 
Jupiter, Florida 333458.  The Reporting Person's principle occupation is 
business consulting, which he conducts at his residence at 19575 Trails End 
Terrace, Jupiter, Florida 333458. On March 26, 1997, Mr. Selman purchased 
250,000 shares of Common Stock for investment purposes.  

    Louis Edward Selman, during the last five (5) years has not been convicted 
in a criminal proceeding (excluding traffic violations or similar 
misdemeanors).

     Louis Edward Selman, during the last five (5) years, has not been a party 
to a civil proceeding of a judicial or administrative body of competent 
jurisdiction as a result of which such person was or is subject to a 
judgement, decree or final order enjoining final violations of, or prohibiting 
or mandating activities subject to federal or state securities laws or finding 
any violation with resect to such laws.

     The above individual is a citizen of the United States.  

Item 3.  Source and Amount of Funds or Other Consideration

     The Reporting Person has agreed to pay consideration totaling $100,000, 
in exchange for 250,000 shares of Common Stock. The source of the funds was 
from the Reporting Person's personal funds. 

Item 4.  Purpose of Transaction

     The purpose of the transaction was to provide the Reporting Person with 
Common Stock of the Issuer as part of his personal investment portfolio.

     The Reporting Person is not a Director or Officer of the Issuer.   

     The Reporting Person reserves the right to actively pursue various 
proposals which could relate to or would result in:

     a.     The acquisition by any person of additional securities of the 
Issuer, or the disposition of securities of the Issuer;
     b.     An extraordinary corporate transaction, such as a merger, 
reorganization or liquidation, involving the Issuer or any of its 
subsidiaries;

     c.     A sale or transfer of a material amount of assets of the Issuer or 
any of its subsidiaries;

     d.    Any change in the present board of directors or management of the 
Issuer, including any plans or proposals to change the number or term of 
directors or to fill any existing vacancies on the board;

<PAGE>

     e.     Any material change in the present capitalization or dividend 
policy of the Issuer;

     f.      Any other material change in the Issuer's business or corporate 
structure;

     g.     Changes in the Issuer's charter, by-laws or instruments 
corresponding thereto or other actions which may impede the acquisition of 
control of the Issuer by any person;

     h.     Causing a class of securities of the Issuer to be delisted from a 
national securities exchange or to cease to be authorized to be quoted in an 
inter-dealer quotation system of a registered national securities association;

     i.     A class of equity securities of the Issuer becoming eligible for 
termination of registration pursuant to Section 12(g)(4) of the Act;  

     j.     Changes in the Issuer's charter, bylaws or instruments 
corresponding thereto or other action which the acquisition of control of the 
Issuer by any person; or

     k.     Any action similar to any of those enumerated above.    


Item 5.  Interest in Securities of the Issuer

As of March 26, 1997 the Reporting Person had an interest in the Securities of 
the Issuer as follows:

     Name: Louis Edward Selman
     No. of Shares: 250,000
     Voting Power: Sole
     Disposition Power: Sole
     Aggregate Percentage Beneficially Owned: 15.5%

 Item 6. Contracts, Arrangements, Understandings or Relationships with respect 
to the Securities of the Issuer.

     Except as set forth elsewhere in this Schedule 13D, there are no 
understandings, contracts or arrangements among or between the Reporting 
Person or any other person with respect to the transfer of voting of any 
securities of the Issuer, finder's fees, joint ventures, loan or option 
agreements, puts or calls, guarantees of profits, division of profits or loss, 
or the giving or withholding of proxies.

Item 7. Material to be Filed as Exhibits

1. Stock Purchase Agreement between the Issuer and the Reporting Person dated 
March 26, 1997.

<PAGE>

                            SIGNATURES 

After reasonable inquiry and to the best of my knowledge and belief, I certify 
that the information set forth in this statement is true, complete and 
correct.

Dated: April 7, 1997      
                                        
                                            /s/Louis Edward Selman      
                                            Louis Edward Selman

                                NET LNNX, INC.

                           STOCK PURCHASE AGREEMENT


INVESTMENT IN THE COMPANY INVOLVES MATERIAL RISKS.

IN MAKING AN INVESTMENT DECISION INVESTORS MUST RELY ON THEIR OWN EXAMINATION 
OF THE ISSUER AND THE TERMS OF THE OFFERING, INCLUDING THE MERITS AND RISKS 
INVOLVED.  THESE SECURITIES HAVE NOT BEEN RECOMMENDED BY ANY FEDERAL OR STATE 
SECURITIES COMMISSION OR REGULATORY AUTHORITY.  FURTHERMORE, THE FOREGOING 
AUTHORITIES HAVE NOT CONFIRMED THE ACCURACY OR DETERMINED THE ADEQUACY OF THIS 
DOCUMENT OR OTHER MATERIALS PROVIDED TO INVESTORS BY THE ISSUER. ANY 
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

     Net Lnnx, Inc., a Pennsylvania corporation (the "Company") 324 Datura 
Street, Suite 150, West Palm Beach, Florida, proposes to sell 250,000 shares 
("Shares") of the Company's common stock, no par value ("Common Stock"), to 
Louis Edward Selman (the "Subscriber").  Each Share will be offered for $0.40. 
All subscription proceeds will be deposited by the Company in its regular bank 
account. The Subscriber should make all checks in respect to their investment 
in the Shares payable to Net Lnnx, Inc.

     The Company has delivered to Subscriber copies of the Company's most 
recent filings under the Securities Act of 1933 the ("Act") and the Securities 
Exchange Act of 1934 and certain other information concerning the Company.  
Subscriber represents that he has carefully studied such information and that 
he has performed his own due diligence investigation with respect to the 
Company and its management, operations and business prior to the date hereof.  
The Company has made available to the Subscriber any and all other documents 
and information which it has relating to the Company and its business.  The 
Subscriber has examined all such information with care, and has asked such 
questions and examined such other documents which he and his advisors have 
deemed necessary.  
   
THESE SECURITIES ARE OFFERED PURSUANT TO A CLAIM OF EXEMPTION FROM 
REGISTRATION REQUIREMENTS OF FEDERAL AND STATE SECURITIES LAWS.  A 
REGISTRATION STATEMENT RELATING TO THESE SECURITIES HAS NOT BEEN FILED WITH 
THE SECURITIES EXCHANGE COMMISSION.  NO STATE OR FEDERAL COMMISSION HAS 
APPROVED OR DISAPPROVED THESE SECURITIES, NOR PASSED UPON THE ACCURACY OR 
ADEQUACY OF THIS PURCHASE AGREEMENT.  ANY REPRESENTATION TO THE CONTRARY IS A 
CRIMINAL OFFENSE.

THIS STOCK PURCHASE AGREEMENT (the "Agreement") DOES NOT CONSTITUTE AN OFFER 
OR SOLICITATION IN ANY STATE OR JURISDICTION OTHER THAN FLORIDA.

<PAGE>

FOR FLORIDA RESIDENTS

THE SECURITIES OFFERED HEREBY WILL BE SOLD, AND ACQUIRED, IN A TRANSACTION 
EXEMPT UNDER SECTION 517.061(11) OF THE FLORIDA SECURITIES AND INVESTMENT 
PROTECTION ACT.  THE SECURITIES HAVE NOT BEEN REGISTERED UNDER SAID ACT IN THE 
STATE OF FLORIDA.  PURSUANT TO SECTION 517.061(11) OF THE FLORIDA SECURITIES 
AND INVESTORS PROTECTION ACT, WHEN SALES ARE MADE TO FIVE (5) OR MORE PERSONS 
IN THE STATE OF FLORIDA, ANY SALE IN THE STATE OF FLORIDA MADE PURSUANT TO 
SECTION 517.061(11) OF SUCH ACT IS VOIDABLE BY THE PURCHASER IN SUCH SALE 
(WITHOUT INCURRING ANY LIABILITY TO THE COMPANY OR TO ANY OTHER PERSON OR 
ENTITY) EITHER WITHIN THREE (3) DAYS AFTER THE FIRST TENDER OF CONSIDERATION 
IS MADE BY SUCH PURCHASER TO THE ISSUER, AN AGENT OF THE ISSUER, OR AN ESCROW 
AGENT OR WITHIN THREE (3) DAYS AFTER THE AVAILABILITY OF THAT PRIVILEGE IS 
COMMUNICATED TO SUCH PURCHASER, WHICHEVER OCCURS LATER.  TO VOID HIS PURCHASE, 
THE PURCHASER NEED ONLY SEND A LETTER OR TELEGRAM TO THE COMPANY AT THE 
ADDRESS INDICATED HEREIN.  ANY SUCH LETTER OR TELEGRAM SHOULD BE SENT AND 
POSTMARKED PRIOR TO THE END OF THE AFOREMENTIONED THREE (3) DAY PERIOD.  IT IS 
PRUDENT TO SEND ANY SUCH LETTER BY CERTIFIED MAIL, RETURN RECEIPT REQUESTED, 
TO ASSURE THAT IT IS RECEIVED AND ALSO TO HAVE EVIDENCE OF THE TIME THAT IT 
WAS MAILED.  SHOULD A PURCHASER MAKE THIS REQUEST ORALLY, THAT PURCHASER MUST 
ASK FOR WRITTEN CONFIRMATION THAT THE REQUEST HAS BEEN RECEIVED.  IF NOTICE IS 
NOT RECEIVED WITHIN THE TIME LIMIT SPECIFIED HEREIN, THE FOREGOING RIGHT TO 
VOID THE PURCHASE SHALL BE NULL AND VOID. 
 

1.     SUBSCRIPTION.

     1.1     Subscription.     Subscriber agrees to purchase 250,000 Shares of 
the authorized Shares of the Company, which shall be deemed fully paid and 
nonassessable when issued.  Subscriber agrees to pay a total purchase price of 
$100,000, which equals $0.40 per Share.  A check for the amount is tendered 
with this Agreement.

     1.2     Funds in Regular Account.     Funds tendered by Subscriber will 
be deposited by the Company in its regular bank account and may be used by it 
immediately upon clearance.  The Company intends to use such funds as general 
working capital.

     1.3     Sale of Shares.     The Shares will be sold by the Company.   No 
officer, director or other person shall receive any compensation for the 
placement or sale of the Shares.

<PAGE>

     1.4     Expenses.     All expenses incurred in connection with this 
Agreement (including legal, printing and filing fees) shall be borne by the 
Company.

     1.5     Risks.     Investment in the Shares involves material risks and 
is suitable only for persons having substantial resources who understand the 
risk factors associated with this investment. Shares will be sold only to a 
person with respect to whom the Company has reasonable grounds to believe, and 
shall believe, immediately prior to sale, after making reasonable inquiry, 
that such person has knowledge and experience in financial and business 
matters that he is capable of evaluating the merits and risks of this 
investment or the person has a "Purchaser Representative" as that term is 
defined in Rule 501 of Regulation D promulgated under the Act, and that the 
Purchaser Representative and the Subscriber together have such knowledge and 
experience in financial and business matters that they are capable of 
evaluating the merits and risks of this investment.

     1.6     Offer and Sale only to Accredited Investors.          Shares will 
be sold only to "Accredited Investors", as that term is defined in Rule 501 of 
Regulation D promulgated under the Act.   Sales of the Shares will also be 
made in compliance with applicable state investor suitability requirements.

     2.0     DESCRIPTION OF SECURITIES

     2.1     Authorized Stock.     The Company's authorized capital consists 
of 20,000,000 shares of Common Stock.  There are issued and outstanding 
approximately 1,361,000 shares of Common Stock. Additionally, shares of 
authorized but unissued Common Stock are held in reserve by the Company for 
issuance by the Company pursuant to contingencies, options and warrants. 

     2.2      Common Stock.     The Common Stock has no conversion, preemptive 
or redemption rights and such stock may only be issued as fully paid and 
non-assessable shares.  On liquidation, each shareholder is entitled to 
receive a pro rata share of the Company's assets available for distribution to 
holders of common stock.

     All shares of Common Stock have equal voting rights and have one vote per 
share in all matters to be voted upon by the shareholders.  Cumulative voting 
is not permitted.

     2.3     Dilution.     Subscribers may experience substantial dilution 
upon their purchase of Shares.  Dilution is the reduction of the value of the 
Subscriber's investment measured by the difference between the price per Share 
under this Agreement and the net tangible book value per Share following 
execution of this Agreement.

     2.4     Restrictions on Transfer.     The Shares offered hereby have not 
been registered under the Act, nor pursuant to the provisions of the 
securities act of any state.  The Shares offered herein will be sold without 
benefit of registration under the federal and state securities acts by reason 
of specific exemptions from registration provided by such acts.

<PAGE>

     The availability of each such exemption is dependent in part upon the 
investment "intent" of each prospective Subscriber.  An exemption from 
registration would be unavailable if any Subscriber were purchasing Shares 
with a view to the redistribution thereof.  Accordingly, each prospective 
Subscriber in executing this Agreement will be required to acknowledge that 
the purchase is for investment, for his own account, and without any view to 
the sale or other disposition thereof.

     3.0     REPRESENTATIONS OF THE SUBSCRIBER

     The undersigned Subscriber hereby represents, warrants, acknowledges and 
covenants to the Company as follows: 

     a)     The information provided by the undersigned in this Agreement or 
otherwise is true and correct in all respects as of the date hereof;

     b)      The undersigned is fully aware that investment in the Shares of 
the Company is speculative in nature and subject to numerous and various 
risks, including but not limited to those the undersigned has discussed with 
the representatives of the Company;

     c)      No representations or warranties of any kind with respect to the 
percentage of profit and/or amount or type of consideration, profit or loss 
that are to be realized, if any, as a result of this transaction have been 
made to the undersigned by the Company or any agent, employee, or affiliate of 
the Company, and that in entering into this transaction he is not relying upon 
any information other than that derived from the results of his own 
independent investigation or furnished to him by the Company;

     d)      The undersigned has been furnished with all materials relating to 
the Company and its business activities that have been requested.  

     e)      The undersigned has been afforded full opportunity to ask 
questions of and receive answers from authorized representatives of the 
Company concerning the terms and conditions of this offering and the 
undersigned's investment, and all such questions have been answered to the 
full satisfaction of the undersigned.

     f)      The undersigned has been afforded the full opportunity to obtain 
any additional information necessary to verify the accuracy of any 
representations of information provided to the undersigned.

     g)      The undersigned is presently a bona fide resident of the state 
set forth below, and the address and Social Security Number or Federal 
Taxpayer Identification Number set forth below are the undersigned's true and 
correct residence and Social Security Number or Federal Taxpayer 
Identification Number.  The undersigned has no present intention of becoming a 
resident of any other state or jurisdiction.  If the undersigned is an estate 
or trust, it represents and warrants that it was formed under the laws of, and

<PAGE>

its principal place of business is within, such state and that it was not
organized for the purpose of acquiring the Shares offered hereby.

     h)      The undersigned understands that the sale of the Shares have not 
been registered under the Act in reliance upon an exemption therefrom for 
non-public offerings and further understands that the Shares have not been 
approved or disapproved by the Securities and Exchange Commission, nor has any 
state securities administrator or agency passed on the accuracy or adequacy of 
any written information provided by the Company to the undersigned.

     i)      The undersigned (i) has adequate means of providing for his 
current needs and possible personal contingencies and he has no need and 
anticipates no need in the foreseeable future for liquidity in his investment 
in the Company, and (ii) is able to bear the economic risk of this investment 
and consequently, without limiting the generality of the foregoing, he is able 
to hold his investment for an indefinite period of time and has sufficient net 
worth to sustain a loss of his entire investment in the Company in the event 
such loss should occur.

     j)      If the Subscriber is other than an individual, the person signing 
on behalf of the Subscriber has full authority to sign on behalf of the 
Subscriber and bind the Subscriber to the terms of this Agreement.

     k)      If the Subscriber is an entity other than a natural person, it 
represents that: (i) it is duly organized, validly existing and in good 
standing under the laws of the state of organization and has all the requisite 
power and authority to invest in the Shares as provided herein; (ii) such 
investment does not result in any violations of, or conflict with, any term of 
the trust agreement or other documents governing the entity; and (iii) this 
Agreement has been duly executed and delivered on behalf of the Subscriber and 
constitutes a legal, valid and binding agreement of the Subscriber.

     l)      The undersigned is acquiring his Shares for his own account (no 
other party has any beneficial interest in the Shares), for investment 
purposes only, and not with a view to the sale or other distribution or 
fractionalization thereof, in whole or in part, and is aware of the following 
matters set forth in paragraphs m-p in addition to those matters otherwise set 
forth herein.  

     m)      There are substantial restrictions on the transferability of the 
Shares.  These securities may not be sold unless such sale is exempt from 
registration under the Act and applicable state securities laws.  The 
Subscriber has no right to require that the securities be registered under the 
Act or any state securities laws; accordingly, it may be difficult  for him to 
liquidate his investment in the Company.

     n)      The undersigned further acknowledges that the Company is under no 
obligation to the undersigned to obtain any exemption from the registration 
requirements of the Act; and in any event the undersigned shall be responsible 
for compliance with all conditions on transfer imposed by any securities 
administrator of any state and for any expenses incurred by the Company for 

<PAGE>

legal or accounting services in connection with reviewing such a proposed 
transfer and/or issuing opinions in connection therewith;

     o)      No assurances are or have been made regarding the federal or 
state income tax consequences of investment in the Company, nor has any 
assurance been made that any federal income tax consequences of investment 
will not be changed through adoption of new laws, amendments to existing laws 
or regulations, or changes in the interpretation of existing laws and 
regulations; and the Subscriber confirms that he has consulted his own tax 
advisor with respect to the tax consequences and aspects of his investment in 
the Company.

     p)      In the event of any permitted sale, assignment or transfer of 
Shares, the seller may suffer adverse tax consequences.

     q)      The undersigned acknowledges that there have been no 
representations or warranties of any nature by the Company or its 
representatives concerning the ultimate economic consequences of his 
investment in the Shares, and declaration of any dividends that may be paid 
lies in the sole discretion of the board of directors.

     r)     The Subscriber, alone or with his advisors, has the ability and 
investment sophistication to understand the information provided to him and to 
determine any need which he may have for additional information.

          The foregoing representations, warranties, acknowledgements and 
covenants shall be true and accurate as of the date hereof and as of the date 
of delivery of the Subscription payment to the Company and shall survive such 
delivery and the acceptance of this Subscription.

          The undersigned acknowledges that he understands the meaning and 
legal consequences of the representations, warranties, acknowledgements and 
covenants herein and that the Company has relied and will rely thereon, and 
the undersigned hereby agrees to indemnify and hold harmless the Company and 
its officers, directors, controlling persons, agents employees, professional 
advisors and affiliates from and against any and all loss, cost, damage or 
liability (including reasonable attorney's fees  and litigation costs) due to 
or arising out of a breach of any such representation, warranty, 
acknowledgment or covenant of the undersigned contained in this Agreement.

     4.0     RESTRICTIONS ON RESALE.

          The Subscriber understands and agrees that the following 
restrictions and limitations are applicable to his purchase and his resale, 
hypothecation or other transfer of his Shares pursuant to Sections 3(b) and 
4(2) of the Act, Regulation D promulgated under the Act, and state securities 
laws:

     4.01     Legend.     A legend in substantially the following form has 

<PAGE>

been or will be placed on any certificate(s) evidencing the Shares:

THE SECURITIES REPRESENTED BY THIS INVESTMENT HAVE BEEN ACQUIRED FOR 
INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS 
AMENDED, OR ANY STATE SECURITIES LAWS.  WITHOUT SUCH REGISTRATIONS, SUCH 
SECURITIES MAY NOT BE SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED, 
EXCEPT WITH THE WRITTEN CONSENT OF THE COMPANY, WHICH CONSENT MAY BE WITHHELD 
IN ITS SOLE DISCRETION, AND EXCEPT UPON DELIVERY TO THE COMPANY OF AN OPINION 
OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATIONS ARE NOT 
REQUIRED FOR SUCH TRANSFER, OR THE SUBMISSION TO THE COMPANY OF OTHER EVIDENCE 
AS MAY BE SATISFACTORY TO IT TO THE EFFECT THAT THE SECURITIES ACT OF 1933, AS 
AMENDED, APPLICABLE STATE SECURITIES LAWS, OR ANY RULE OR REGULATION 
PROMULGATED THEREUNDER HAVE BEEN COMPLIED WITH.

     4.02     Stop Transfer.     Stop transfer instructions to the transfer 
agent, if any, of the Shares have been or will be placed with respect to the 
Shares so as to restrict resale, pledge, hypothecation or other transfer 
thereof, subject to further items hereof, including the provisions of the 
legend set forth in Section 4.01 above.

     4.03     New Certificates.     The legend and stop transfer instructions 
described in Sections 4.01 and 4.02, above, will be placed with respect to any 
new certificate(s) issued upon presentment by the undersigned of 
certificate(s) for transfer.

     5.0     ACCEPTANCE BY THE COMPANY

          The undersigned hereby acknowledges that this Subscription is not 
binding on the Company until the Company accepts it, which acceptance is 
within the sole discretion of the Company, by executing this Agreement where 
indicated.  The undersigned agrees that Subscriptions need not be accepted in 
the order that they are received.  If such acceptance is not timely obtained, 
the Company shall return to the undersigned, without interest or deduction, 
the cash or check tendered by the undersigned herewith and the Company and the 
undersigned shall have no further obligation to each other hereunder.

     6.0     APPLICABLE TO SALES IN FLORIDA

          The undersigned hereby confirms his understanding that this 
Subscription is voidable, without penalty, within three (3) days of the date 
hereof or within three (3) days after his first tender of consideration to the 
Company, whichever occurs first, as provided by Section 517.061(11)(a), 
Florida Statutes.

<PAGE>

     7.0     NOTICES

          Any notice of other communications given or permitted under this 
Agreement shall be in writing and will be deemed to have been duly given if 
personally delivered or sent by registered or certified mail, return receipt 
requested, postage prepaid, (i) if to the Subscriber to the address designated 
by the Subscriber on the signature page of this Agreement, and (ii) if to the 
Company at 324 Datura Street, Suite 150, West Palm Beach, Florida 33401.

     8.0     WAIVER AND MODIFICATION

          The provisions of this Agreement may not be modified or waived 
except in writing.

     9.0     ARBITRATION

          Any dispute or difference with respect to any matter arising out of 
or in connection with this Agreement shall first be submitted for arbitration 
to the American Arbitration Association. 

     10.0     ATTORNEY'S FEES

          The prevailing party in any litigation, arbitration or mediation 
relating to this Agreement shall be entitled to recover its reasonable 
attorney's fees from the other party for all matters, including but not 
limited to appeals.  Palm Beach County, Florida, shall be proper venue for any 
litigation involving this Agreement.  

     11.0     FLORIDA LAW TO GOVERN     

          Notwithstanding the place where this Agreement may be executed by 
any of the parties hereto, the parties hereto expressly agree that all the 
terms and provisions hereof shall be construed in accordance with and governed 
by the laws of the State of Florida.

     IN WITNESS WHEREOF, the undersigned have executed this Agreement this 
26th day of March, 1997.

ACCEPTED THIS 26th DAY
OF MARCH
                                          NET LNNX, INC.

/s/______________________                 By:/s/Ronald W. Hayes, Jr.          
Witness                                      Ronald W. Hayes, Jr., President


                                          SIGNATURE OF SUBSCRIBER

/s/______________________                 /s/Louis Edward Selman
Witness                                   Louis Edward Selman

<PAGE>

CAPACITY OF SUBSCRIBER
Check Appropriate Lines:

___X___     INDIVIDUAL                     RESIDENT ADDRESS:

______      JOINT TENANTS WITH            19575 Trails End Terrace       
            RIGHTS OF SURVIVORSHIP        Number and Street
            Both Parties Must Sign          
                                          Jupiter, Florida 33458
                                          City, State & Zip

______      TENANTS-IN-COMMON             ###-##-####                     
            Both Parties Must Sign        Social Security Number
                                          For Individual or Other
______      TRUST                         Federal Taxpayer
            The Name of the Trust,        Identification Number
            Name of Trustee(s)
            and Date Such Trust Was 
            Formed Are As Follows:
            ______________________
            ______________________
            ______________________

            A Copy of the Trust
            Agreement or Other
            Authorization is Attached,
            or is Being Forwarded Under
            Separate Cover.





© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission