Consideration and Basis of Exchange of Shares. The manner and basis of exchanging the Web Shares for the Common Shares of TOC shall be as follows:
Consideration and Basis of Exchange of Shares. The manner and --------------------------------------------- basis of exchanging the Assets for the Shares shall be as follows:
Consideration and Basis of Exchange of Shares. The manner and --------------------------------------------- basis of exchanging the DONOBI Shares for the H-NET Shares shall be as follows:
Consideration and Basis of Exchange of Shares. The manner and --------------------------------------------- basis of exchanging the MSC Shares for the Common Shares of PGTC shall be as follows: A Total of 17,051,344 shares of PGTC's common stock, $.001 par value (the "PGTC Shares") to be issued as follows:
Consideration and Basis of Exchange of Shares. The manner and basis of exchanging the ESP Shares for the Common Shares of HHH shall be as follows: A. On the Closing Date, ESP shall deliver to HHH certificates aggregating 100% of the issued and outstanding ESP Shares, less the shares belonging to those ESP Shareholders who exercise their dissenters' rights. The ESP Shareholders shall be issued in exchange for the ESP Shares held of record on the Closing Date, five (5) HHH Shares for each share of ESP they own. The number of ESP shares to be delivered will be no less than the legally required number to approve the reorganization and this Agreement, as provided by Washington law. The ESP Shareholders and HHH agree that the ESP Shares and the HHH Shares exchanged hereby shall be “restricted securities" as that term is defined in Rule 144 under the Securities Act of 1931, as amended (the "1933 Act") and all certificates issued under this Agreement shall bear an appropriate legend to such effect. 2.04
