You remember this recent email? I think Mike disagrees with you.
Dear Mr. Canouse -
The "heads of terms" attached to your e-mail dated March 31, 2011 was a non-binding letter of intent. That is what it was intended to be and that is all it was. As such, it is of no legal force or effect for a variety of reasons, including the following:
a. It was subject to legally binding documents being signed, which never were signed.
b. Mineseeker Holdings, Inc., ("MHI") the entity which could have benefited from a legally binding agreement, was never fully constituted and therefore unable to formalize any such agreement.
c. Even if MHI had been formed, you would have had no interest in that entity or any right to act on its behalf.
d. Quasar Aerospace Industries, Inc.("Quasar") would have had no rights under any legally binding agreement, had one been entered into.
e. The payments made pursuant to the Option and Share Purchase Agreement ("Agreement") were non-refundable option payments and not loan advances. The Agreement had expired in accordance with its terms and the non-binding letter of intent outlined a possible new structure whereby an ownership interest in Mineseeker Operations Overseas, Ltd. would be granted in exchange for a new equity investment of $1,000,000, conversion of the option payments to a loan and simultaneous cancellation of that loan. We understood that this new structure would benefit the shareholders of Quasar. In any event, the details were never worked-out and the structure was never put in place. To the extent that the non-binding letter of intent was not clear on any of that, it would have been clarified had a legally binding document been executed.
f. The $1,000,000 in additional funding was never provided.
Please be further advised that your public claims that the non-refundable option payments made pursuant to the Agreement were loans made by Quasar are untrue and misleading, and remain actionable on several legal bases.
Although Quasar failed to complete the funding as per the Option and Purchase Agreement it entered in to, and the additional $1,000,000 in funding outlined in the letter of intent together with the ensuing delays has cost us many millions of dollars, it is not just about money. It is about a great humanitarian disaster that costs lives and legs every day. For every day of delay with the deployment of this technology, people step on mines and other unexploded ordinance. They are either killed or maimed. Either way, it is horrific. Delays caused by your corporate squabbling are hurting people who are amongst the poorest in the world, which is immoral, unfair and unjust.
Very truly yours,
Mineseeker Operations Overseas, Ltd.
Michael Kendrick
7th April 2011.
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