SHARES SALE CONTRACT
BETWEEN:
Mr. Paul Egan, an Irishman, of legal age, married, businessman,
domiciled and resident at Suite 106, Plaza "Jardin des Arts", Jardines
del Embajador, Sarasota Avenue, No. 65, Bell vista Sector, of the city
of Santo Domingo, National District, bearer of the irish passport No.
M571523; that for the following will be referred to as a Paul Egan
and;
Econnect Inc. a business society, formed and regulated according the
laws of the state of California, United States of America, with its
social domicile at 2500, Villa Cabrillo Marina, Suite 112, San Pedro,
California, United States of America, duly represented by its C. E. O.
Mr. Thomas Hughes, an American, of legal age, married, businessman,
bearer of the American passport No.035063650, domiciled and resident
in the city of Los Angeles, estate of California, United States of
America, and that for the following will be referred to as eConnect;
WHEREAS: eConnect wishes to acquire the remaining outstanding stock of
Top Sports, S. A. owned by Paul Egan, which amounts to FOUR THOUSAND
NINE HUNDRED NINETY SEVEN SHARES (4,997).
THE PARTIES HAVE AGREED AND ACCORDED TO THE FOLLOWING:
ARTICLE I: PAUL EGAN agrees to sell to eConnect FOUR THOUSAND NINE
HUNDRED NINETY SEVEN SHARES (4,997) of the remaining and outstanding
stock of Top Sports, S. A. for the following payment: A) One Million
(1,000,000) unrestricted free-trading shares of eConnect; and B) One
Million (1,000,000) restricted shares of eConnect, this shares will be
restricted from January 1st, 2000 to January 1st, 2001, after this
date these restricted shares willl became unrestricted and free
trading, and; C) One Million (1,000,000) Warrants at the fixed price
of One Dollar (US$1.00) per share; All shares free trading and
restricted, pertaining this article will be issued in the name of Paul
Egan.
PARAGRAPH: eConnect Inc. declares that it understand that by Dominican
law, a company to have valid existence needs at least seven
shareholders, at all times. And that the remaining six shareholders
posess one (1) share per person.
ARTICKE II: It is agreed by the parties that Paul Egan will remain as
President, C. E. O. and Manager of Top Sports, S. A. until all the
conditions and payments due to Paul Egan are met by eConnect, both
related to this contract, and the one signed by the parties in the
first day of November, 1999.
PARAGRAPH I: It is agreed by the parties that all gaming, casino, and
gambling related sites, corporations, companies, partnerships or other
forms of business or organizations and operations, virtual, physical
or real, based either in the U. S. or abroad, created, set up,
developed, mantained spun off, owned, leased, operated, partially or
wholly, by eConnect Inc. and/or in which eConnect Inc. has or will
havea controlling interest, will be headed and chaired by Mr. Paul
Egan in the capacity of President and C. E. O.; in that order Econnect
Inc. has the obligation to nominate and support in any voting process
pertaining to the execution to this article, the candidacy of Paul
Egan for any such post related to gaming, casino or gambling
operation, site, corporation, companie, partnership or other form of
business or organization.
ARTICLE III: eConnect declares that has reviewed all Top Sports, S. A.
operations prior to the date of signature of this contract, and has
found them correct and true, and Top Sports, S. A. has submitted all
accounting documentation relating to Top Sports, S. A. operations
since January 1st 2000 to eConnect Inc. personnel, staff and
consultants and has found such documentation and the information it
contains, true and correct. For that purposes eConnect Inc. waivers
any past, present or future claim or responsibility on Top Sports, S.
A. officers, employees, consultants, accounting, legal and management
staff up to the date of signature of this contract, for the conduct
and management of Top Sports, S. A.
ARTICLE IV: eConnect agrees that the property of the shares sold by
this contract will not pass to the aforementioned party until all the
conditions accorded to Mr. Paul Egan, and ion charge of eConnect Inc.
by their previous agreement for November 1st 1999 between the parties
are fully met by eConnect Inc. This outstanding obligations amount to
date: A) Eight Hundred Thosuand (800,000) free trading unrestricted
shares of eConnect Inc. and B) One Million Four Hundred Thousand
(1,400,000) shares of eConnect Inc. purchases as warrants in February
2000 under the terms agreed by eConnect Inc. either in the form of
consultancy shares or free trading shares.
ARTICLE V: This contract in no way, affects, modify or voids, any
previous agreements or contracts between the parties, partially or in
its entirety, until such time all obligations in charge of eConnect
Inc. and in favor of Mr. Paul Egan are completely met as described in
this contract and the previous agreement between the eConnect Inc. and
Top Sports, S. A. on November 1st, 1999.
For any prevision not included in this contract the parties agree to
accept California Law for contract interpretation.
The parties agree that nor part or entirety of this contract can be
assigned to any third parties withouth the previous written consent of
both parties.
The parties agree that if any Dominican or American judicial or
official decision, injuction or order, renders part of this agreement
temporarily non enforceable, the remaining articles not affected by
the decision, injuction or order, will remain in full force.
In the city of San Pedro, California, United States of America, a the
first (1st) day of January of the year two thousand (2000)
/s/ Paul Egan /s/ Thomas S. Hughes
PAUL EGAN THOMAS S. HUGHES
IN BEHALF
OF
ECONNECT INC.
