JOINT FILING AGREEMENT
Exhibit 1
Exhibit 1
In accordance with Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, as amended, the
undersigned agree to the joint filing on behalf of each of them of a Schedule 13D (including any
and all amendments thereto) with respect to the Common Stock of Nobel Learning Communities, Inc.,
and further agree that this Agreement shall be included as an Exhibit to such joint filings.
The undersigned further agree that each party hereto is responsible for timely filing of such
Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information
concerning such party contained therein; provided that no party is responsible for the completeness
or accuracy of the information concerning any other party, unless such party knows or has reason to
believe that such information is inaccurate.
This Agreement may be executed in one or more counterparts, each of which shall be deemed to
be an original instrument, but all of such counterparts together shall constitute but one
agreement.
In evidence thereof the undersigned, being duly authorized, hereby execute this Agreement this
31st day of March, 2006.
| Dated: March 31, 2006 | KU LEARNING, L.L.C., | |||||
| a Delaware limited liability company | ||||||
| /s/ Xxxxxxx X. Xxxxx | ||||||
| By: Xxxxxxx X. Xxxxx | ||||||
| Its: Assistant Secretary | ||||||
| Dated: March 31, 2006 | MOUNTE LLC | |||||
| a Delaware limited liability company | ||||||
| /s/ Xxxxxxx X. Xxxxx | ||||||
| By: Xxxxxxx X. Xxxxx | ||||||
| Its: Secretary | ||||||
| Dated: March 31, 2006 | ET HOLDINGS, L.L.C., | |||||
| a Delaware limited liability company | ||||||
| /s/ Xxxxxxx X. Xxxxx | ||||||
| By: Xxxxxxx X. Xxxxx | ||||||
| Its: Assistant Secretary | ||||||
Exhibit 1
| Dated: March 31, 2006 | HAMPSTEAD ASSOCIATES, L.L.C., | |||||
| a Delaware limited liability company | ||||||
| By: RIDGEVIEW ASSOCIATES, LLC, | ||||||
| a California limited liability company | ||||||
| Its: Manager | ||||||
| /s/ Xxxxxxx X. Milken | ||||||
| By: Xxxxxxx X. Milken | ||||||
| Its: Manager | ||||||
| Dated: March 31, 2006 | MOLLUSK HOLDINGS, L.L.C., | |||||
| a California limited liability company | ||||||
| By: CEPHALOPOD CORPORATION | ||||||
| a California corporation | ||||||
| Its: Member | ||||||
| /s/ Xxxxxx X. Xxxxx | ||||||
| By: Xxxxxx X. Xxxxx | ||||||
| Its: President | ||||||
| Dated: March 31, 2006 | CEPHALOPOD CORPORATION, | |||||
| a California corporation | ||||||
| /s/ Xxxxxx X. Xxxxx | ||||||
| By: Xxxxxx X. Xxxxx | ||||||
| Its: President | ||||||
| Dated: March 31, 2006 | XXXXXXXX INVESTMENTS, LLC, | |||||
| a California limited liability company | ||||||
| /s/ Xxxxxx X. Xxxxx | ||||||
| By: Xxxxxx X. Xxxxx | ||||||
| Its: President | ||||||
Exhibit 1
| Dated: March 31, 2006 | RIDGEVIEW ASSOCIATES, LLC, | |||||
| a California limited liability company | ||||||
| /s/ Xxxxxxx X. Milken | ||||||
| By: Xxxxxxx X. Milken | ||||||
| Its: Manager | ||||||
| Dated: Xxxxx 00, 0000 | XXXXXXX LLC, | |||||
| a Delaware limited liability company | ||||||
| /s/ Xxxxxxx X. Xxxxx | ||||||
| By: Xxxxxxx X. Xxxxx | ||||||
| Its: Secretary | ||||||
| Dated: March 31, 2006 | /s/ Xxxxxx X. Xxxxx | |||||
| Xxxxxxxx X. Xxxxxxx, | ||||||
| an individual | ||||||
| by Xxxxxx X. Xxxxx his attorney-in-fact | ||||||
| Dated: March 31, 2006 | /s/ Xxxxxxx X. Milken | |||||
| Xxxxxxx X. Milken, | ||||||
| an individual | ||||||
| Dated: March 31, 2006 | /s/ Xxxxxx X. Milken | |||||
| Xxxxxx X. Milken, | ||||||
| an individual | ||||||
Exhibit 2
Securities Purchase Agreement
