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Exhibit 10.34
PURCHASER SIGNATURE PAGE
By his, her or its execution and delivery of this signature page, the
undersigned Purchaser hereby joins in, becomes a party to and agrees to be bound
by the terms and conditions of:
(i) the Series A Convertible Preferred Stock Purchase Agreement dated as
of February 2, 2000, as amended, by and among Houston Street Exchange, Inc., a
Delaware corporation ("Houston Street"), and the Purchasers (as defined therein)
(the "Purchase Agreement"), as to the number of shares of Series A Convertible
Preferred Stock set forth below as a "Purchaser" thereunder;
(ii) the Amended and Restated Stockholders' Voting Agreement dated as of
March 6, 2000 by and among BayCorp Holdings, Ltd., a Delaware corporation
("BayCorp"), and the Purchasers (as defined therein) (the "Voting Agreement") as
a "Purchaser" thereunder;
(iii) the Investor Rights Agreement dated as of February 2, 2000, as
amended, by and among Houston Street, BayCorp and the Purchasers (as defined
therein) (the "Investor Rights Agreement") as a "Purchaser" thereunder; and
(iv) the Right of First Refusal and Co-Sale Agreement dated as of February
2, 2000, by and among Houston Street and the Purchasers (as defined therein)
(the "Right of First Refusal and Co-Sale Agreement") as a "Purchaser"
thereunder.
The undersigned Purchaser hereby acknowledges receipt of the Supplement to
Houston Street's Confidential Private Placement Memorandum dated January 11,
2000. In any and all instances where information provided in the Supplement
varies from or contradicts information contained in the Confidential Private
Placement Memorandum, the information in the Supplement shall prevail. The
undersigned Purchaser also hereby acknowledges that it has received the
Amendment, dated March 6, 2000, to Houston Street's Amended and Restated
Certificate of Incorporation.
The undersigned Purchaser hereby authorizes this signature page to be
attached to the Purchase Agreement, the Voting Agreement, the Investor Rights
Agreement and the Right of First Refusal and Co-Sale Agreement or counterparts
thereof.
Name of Purchaser
Date: March 6, 2000 _________________________________
Number of shares of Series A
Convertible Preferred Stock: Record Address:
_______________ _________________________________
_________________________________
Aggregate purchase price:
____________ Telecopy No.: _______________
