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consummated. Chapel was incorporated as a professional
corporation to accept transferred assets and liabilities from
Home. A professional service corporation license was issued to
Chapel by the State of Illinois.
On January 1, 1992, Homes received 1,000 shares of Chapel
common stock, and on the same date distributed the 1,000 shares
of Chapel stock to Mr. Pulliam as its sole shareholder. Also on
January 1, 1992, the 1,000 shares of Chapel common stock were
surrendered by Mr. Pulliam in exchange for two certificates: No.
2 for 510 shares and No. 3 for 490 shares.
On March 6, 1992, Mr. Pulliam transferred certificate No. 3
to the First National Bank of Robinson as escrow agent pursuant
to the Agreement and Stock Purchase Agreement between him and
Mr. Deckard. Mr. Pulliam received the initial $40,000 payment
from Mr. Deckard in 1992 pursuant to the Agreement.
By the terms of the Employment Agreement Mr. Deckard was to
provide management and other services as funeral director and
assist in the overall operation and supervision of the Oblong
facility, and to preserve and increase its goodwill. His
compensation was $39,000 per year. It contained, among other
provisions, a covenant not to compete with Chapel for a period of
3 years after the termination of his employment. It also
contained a non-solicitation clause and a covenant for the
protection of confidential information.
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