Exhibit 10.1
Memorandum of Agreement
To:
Ted Swartwood, CEO
Digital Imaging Resources,
Inc.
OTCBB DGIR
From:
Tom Kidd, CEO
US Pro Golf Tour, Inc.
Greens Worldwide Incorporated
OTCBB GRWW
Subject:
SwingStation Presenting Title
Sponsorship
and SwingStation Purchase
Date:
September 30, 2005.
This memorandum constitutes our agreement
and understanding with respect to a business relationship between
DGIR and GRWW.
1.
The term of this agreement shall begin on
September 30, 2005 and shall terminate on November 15, 2005, except
as to those matters to be fulfilled after that date, namely the
telecasts as defined herein on The Golf Channel and the website
posting for 12 months. However, it is agreed that the full value of
the sponsorship is earned upon delivery of the benefits of the
sponsorship on the Golf Channel in December 2005 and January
2006.
2.
DGIR/SwingStation shall be designated as
Pro Am Presenting Title Sponsor for the USPGT’ Tour
Championship Bear’s Best Celebrity Pro Am, November 10, 2005
at Bear’s Best in Atlanta, Georgia (e.g., “USPGT Tour
Championship Celebrity Pro Am presented by Digital Imaging
Resources/SwingStation”.)
3.
For and as consideration, DGIR shall
compensate US Pro Golf Tour, Inc. in the form of 500,000 shares of
DGIR restricted common stock. Shares will be issued to
USPGT.
4.
DGIR shall receive the following benefits
under the sponso
