Agreement to Exchange Securities. Subject to the terms and upon the conditions set forth herein, each Selling Stockholder agrees to sell, assign, transfer and deliver to the Company, and the Company agrees to purchase from each Selling Stockholder, at the Closing (as defined below), the Coliance Shares owned by the respective Selling Stockholder as set forth on Exhibit A attached hereto, in exchange for the transfer, at the Closing, by the Company to each Selling Stockholder a pro rata share of the Company Common Shares, as determined according to Section 1.1(a) below.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Viper Networks Inc), Securities Purchase Agreement (Viper Networks Inc)
Agreement to Exchange Securities. Subject to the terms and upon the conditions set forth herein, each Selling Stockholder agrees to sell, assign, transfer and deliver to the Company, and the Company agrees to purchase from each Selling Stockholder, at the Closing (as defined below), the Coliance PC Mailbox Shares owned by the respective Selling Stockholder as set forth on Exhibit A attached hereto, in exchange for the transfer, at the Closing, by the Company to each Selling Stockholder a pro rata share of the Company Common Shares, as determined according to Section 1.1(a) below.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Viper Networks Inc), Securities Purchase Agreement (Viper Networks Inc)