Exhibit 10.1 Securities Purchase Agreement with IPN Communications, Inc.
DataLogic International, Inc.
00000 Xxxxxx Xx., Xxxxx 000 * Xxxxxx Xxxxx, XX 00000
* Tel: (000) 000-0000 * Fax: (000) 000-0000
SECURITIES PURCHASE AGREEMENT
This Securities Purchase Agreement is made by and between DataLogic
International, Inc. (hereinafter referred to as "DataLogic"), a Delaware
corporation doing business at 00000 Xxxxxx Xx., Xxxxx 000, Xxxxxx Xxxxx, XX
00000 and I-Phonehome Inc. with mailing address 000 Xxxxxxxx Xxxx, Xxxxx 0000,
Xxx Xxxxxxx, XX 00000 (hereinafter referred to as "I-Phonehome").
WHEREAS, DataLogic and I-Phonehome desire to enter into this agreement for the
purpose of DataLogic purchasing stock in I-Phonehome, pursuant to the terms
and conditions of this Agreement.
NOW, THEREFORE, in consideration of the promises and agreements contained
herein, the parties mutually agree as follow:
1. TRANSACTION. Subject to the terms and conditions and representations
herein contained, hereof, DataLogic will purchase four hundred thousand
(400,000) shares of I-Phonehome at two dollars ($2.00) per share. This
purchase shall be made in accordance with the terms specified in Addendum A.
The consummation of the Exchange shall occur at a closing (the "Closing") to
be held at the offices of DataLogic on the 2nd of June, 2003.
2. REPRESENTATIONS AND WARRANTIES OF I-Phonehome. Except as set forth in
any disclosure document delivered hereby I-Phonehome represents and warrants
as follows provided that references to I-Phonehome shall include
representation with respect to each Subsidiary even when the reference to
subsidiary is not made.
(a) Organization. I-Phonehome and each Subsidiary is a corporation
duly organized, validly existing and in good standing under the laws of the
State California or country of its organization, and is duly qualified to do
business and in good standing in each jurisdiction where such qualification is
required. I-Phonehome and each Subsidiary have all requisite corporate power
and authority to conduct its business as presently being conducted and as
proposed to be conducted and to own properties. I-Phonehome has all requisite
corporate power and authority to execute, deliver and perform all of its
obligations under this Agreement.
(b) Authority. The execution and delivery by I-Phonehome of this
Agreement, the performance of its obligations hereunder and the consummation
by I-Phonehome of the transactions contemplated or referenced hereby:
(i) have been duly authorized by all necessary corporate action;
do not contravene any provision of I-Phonehome's charter or by-laws; and do
not require I-Phonehome to obtain any consents, approvals or authorizations
which have not been obtained, except for the approval of its shareholders;
(ii) to the knowledge of I-Phonehome, does not violate any
provision of any law, rule or regulation;
(iii) to the knowledge of I-Phonehome, does not and will not result
in a breach or constitute a default under any material agreement to which
I-Phonehome is a party or by which any of its properties are bound, including,
without limitation, any indenture, loan or credit agreement, lease, debt
instrument or mortgage; and
(iv) to the knowledge of I-Phonehome, does not result in or
require the creation or imposition of any mortgage, deed of trust, pledge,
lien, security interest or other charge or encumbrance of any nature upon or
with respect to any of I-Phonehome's properties.
This Agreement has been duly executed and delivered by I-Phonehome and
constitutes the legal, valid and binding obligation of I-Phonehome enforceable
in accordance with its terms, subject to the effects of bankruptcy,
insolvency, reorganization, receivership, moratorium and other similar laws
now or hereafter in effect relating to or affecting creditors' rights or
remedies generally.
(c) No Default. Neither I-Phonehome nor any Subsidiary to the knowledge
of I-Phonehome, (i) is in material default under any law, rule or regulation,
order, writ, judgment, injunction, decree, determination, award, indenture,
loan or credit agreement, lease, debt instrument or mortgage or any other
material agreement of I-Phonehome, (ii) is aware of any fact, circumstance,
condition or other state of affairs that, with the giving of notice or the
lapse of time, will constitute such material default, and (iii) will not be in
any such material default by virtue of the transactions contemplated hereby.
(d) The Shares.
(i) The Shares will have been duly and validly authorized by all
necessary action on part of I-Phonehome as of the Closing Date.
(ii) When issued and delivered pursuant to this Agreement, the
Shares will be duly and validly issued, fully paid and non-assessable and not
subject to any lien or claim.
(iii) The issuance, sale and delivery of the Shares are not subject
to any preemptive right of stockholders of I-Phonehome arising under law or
the Certificate of Incorporation or By-laws or any contractual right of first
refusal or other right in favor of any person.
(e) Authorized Capital. The authorized capital stock of I-Phonehome
consists of 1,000,000 shares of Common Stock. There are no existing options,
warrants, contracts, calls, commitments, demands or other agreements of any
character to which I-Phonehome is a party relating to the authorized and
issued or unissued capital stock of I-Phonehome except as set forth in the
Disclosure Documents. At no time has I-Phonehome issued any capital stock not
duly authorized on the date of issuance thereof.
(f) Subsidiaries, Affiliates and Joint Ventures. Within a reasonable
period of time after the Closing Date I-Phonehome shall not own or control,
without prior written consent of DataLogic, directly or indirectly, any
interest in, or any commitment to acquire any such interest in, any
corporation, firm, partnership or organization and shall not be a party to any
joint venture or similar affiliation.
(g) Consents and Approvals. The execution and delivery by I-Phonehome
of this Agreement, the performance by I-Phonehome of its obligations hereunder
and the consummation by I-Phonehome of the transactions contemplated hereby do
not require I-Phonehome to obtain any consent, approval or action of, or make
any filing with or give any notice to, any corporation, person or firm or any
public, governmental or judicial authority including any consent required in
any agreement to prevent default, except for requirements of I-Phonehome's
approval, and compliance with all state and federal regulatory rules and
regulations
(h) Litigation. There is no action, suit, claim, proceeding or
investigation pending or to the best of I-Phonehome's knowledge, threatened
against I-Phonehome or any Subsidiary that could either individually or in the
aggregate have a material adverse effect on I-Phonehome, on a consolidated
basis or result in any change in the current equity ownership of I-Phonehome.
After reasonable inquiry of its employees and consultants who have provided
services to I-Phonehome during the 12-month period prior to the date hereof,
I-Phonehome is not aware of any fact which might result in or form the basis
for any such action, suit, claim, proceeding or investigation. Except as
disclosed in the disclosure schedule, involving I-Phonehome or its Subsidiary
is not a party to of subject to the provisions of any order, writ, injunction,
judgment or decree of any court or governmental agency or instrumentality
(whether federal, state, local or foreign) that could have a material adverse
effect on I-Phonehome or any Subsidiary, or result in any change in the
current equity ownership of I-Phonehome. There is no action, suit, proceeding
or investigation by I-Phonehome currently pending or that I-Phonehome or any
Subsidiary intends to initiate.
(i) Intellectual Property. Upon the Closing, I-Phonehome will not own
any licenses, patents (and applications therefore), patent disclosures,
trademarks, service marks, trade names, copyrights (and applications
therefore), inventions, discoveries, processes, know-how, scientific,
technical, engineering and marketing data, formulae and techniques
(collectively, the "Intellectual Property"). To the knowledge of I-Phonehome
the conduct of I-Phonehome's business does not materially conflict with or
infringed on the patents, trademarks, service marks, trade names, copyrights,
trade secrets, proprietary rights and processes of any other person.
I-Phonehome is not currently obligated or under any existing liability to make
royalty or other payments to any owner of, licensor of, or other claimant to,
any patent, trademark, service names, trade names, copyrights, or other
intangible asset, with respect to the use thereof or in connection with the
conduct of its business as conducted prior to the Closing, or otherwise.
I-Phonehome has not received any claim or any written communications alleging
that I-Phonehome has violated or would violate any of the Intellectual
Property of any other person or entity.
(j) Agreements; Action. Upon the Closing, I-Phonehome will not be a
party to, or in any way obligated under, nor will any property or asset of
I-Phonehome subject to, any contract, lease or other obligation, absolute or
contingent except as set forth in a schedule to the disclosure documents.
(k) Properties. Except as set forth in a schedule to the disclosure
documents, I-Phonehome will not, after the Closing, own or lease any
properties or assets.
(l) Licenses. Except as set forth in a schedule to the disclosure
documents, I-Phonehome does not have any licenses and permits (federal, state,
foreign and local). Prior to the Closing, no violations have been communicated
to I-Phonehome in respect of any licenses or permits and no proceeding is
pending, or, to I-Phonehome's knowledge, threatened toward the revocation of
any such licenses or permits.
(m) Guarantor. I-Phonehome is not a guarantor or indemnitor of any
indebtedness of any other person, firm or corporation. I-Phonehome maintains
and will continue to maintain a standard system of accounting established and
administered in accordance with GAAP.
(n) Undisclosed Liabilities. Except as and to the extend reflected or
reserved against in the Financial Statements or the disclosure statement,
I-Phonehome did not have, as of the respective dates of the Financial
Statements, any material debts, liabilities or obligations of any nature,
whether accrued, absolute, continent or otherwise, and whether due or to
become due, including, without limitation, liabilities or obligations on
account of taxes or other governmental charges or penalties, interest or fines
thereon or in respect thereof. Since the respective dates of the Financial
Statements or as set forth in the disclosure statement, I-Phonehome has not
incurred any liabilities or obligations outside the ordinary course of
business. I-Phonehome does not know of any basis for the assertion against
I-Phonehome of any debt, liability or obligation not fully reflected or
reserved against in the Financial Statements.
(o) I-Phonehome and Affiliate Transactions; Insider Interests. There
are no material transactions, I-Phonehome agreements or arrangements of any
kind, direct or indirect, between I-Phonehome and any director, officer,
employee, stockholder or relative or affiliate thereof, including, without
limitation, loans, guarantees or pledges to, by or for I-Phonehome from, to,
by or for any of such persons, that will be in effect on the Closing Date,
except as set forth on the disclosure schedule.
(p) Taxes. I-Phonehome has
(i) Filed all tax returns required to be filed by any
jurisdiction to which it is or has been subject,
(ii) Paid in full all taxes it believes is due and all taxes
claimed to be due by each such jurisdiction, and any interest and penalties
with respect thereto, subject to audit by the taxing authority of such
jurisdiction,
(iii) Fully accrued on its books all taxes for any period which
are not yet due, and
(iv) Made timely payments of the taxes required to be deducted
and withheld from the wages paid to its employees.
All federal, state, county and local tax returns, schedules, declarations and
other tax related documents filed by I-Phonehome correctly reflect income,
expense, deductions, credits and loss carryovers to I-Phonehome. I-Phonehome
has not received any notice of deficiency or assessment or proposed
deficiency or assessment from any federal, state, local or foreign taxing
authority which has not been paid. There are no agreements, consents or
waivers by I-Phonehome for the extension of the time for the assessment of any
taxes or deficiencies against I-Phonehome or with respect to its operations or
assets, and no power of attorney granted by I-Phonehome with respect to any
matter relating to taxes is currently in force.
(q) Insurance. I-Phonehome has no contracts of insurance in force on
the Closing Date, except as set forth on the disclosure statement.
(r) Employee Benefit Plans. Except as set forth on the disclosure
statement, I-Phonehome does not maintain or contribute to, and has not
heretofore maintained or contributed to, any "employee benefit plan",
including, but not limited to, any option, bonus, percentage compensation,
profit sharing, deferred compensation, retirement, pension or union plan, or
any other agreement, policy or practice providing pension or welfare benefits
to current or former employees of I-Phonehome.
(s) Environmental Matters. Notwithstanding anything to the contrary
contained in this Agreement and in addition to the other representations and
warranties contained herein:
(i) To its best knowledge, I-Phonehome and its respective
operations are in material compliance with all applicable laws, regulations
and other requirements of governmental or regulatory authorities or duties
under the common law relating to toxic or hazardous substances, wastes,
pollution or to the protection of health, safety or the environment
(collectively, "Environmental Laws") and has obtained and maintained in effect
all licenses, permits and other authorizations (collectively "Environmental
Permits") required under all Environmental Laws and are in material
compliance with all such Environmental Permits.
(ii) I-Phonehome has not performed or suffered any act which could
give rise to, or has otherwise incurred, liability to any person (governmental
or not) under the Comprehensive Environmental Response, Compensation and
Liability Act, 42 U.S.C. 9601 et seq. ("CERCLA"), or any other Environmental
Laws, nor has I-Phonehome received notice of any such liability or any claim
therefore or submitted notice pursuant to Section 103 of CERCLA to any
governmental agency with respect to any of its assets.
(iii) To the best knowledge of I-Phonehome, no hazardous substance,
hazardous waste, contaminant, pollutant or toxic substance (as such terms are
defined in any applicable Environmental Law and collectively referred to
herein as "Hazardous Materials") has been released, placed, dumped or
otherwise come to be located on, at, beneath or near any of the assets or
properties owned or leased by I-Phonehome or any surface waters or ground
waters thereon or thereunder in violation of any Environmental Laws or thata
could subject I-Phonehome to liability under any Environmental Laws.
(iv) I-Phonehome does not own or operate, and has never owned or
operated, aboveground or underground storage tanks.
(v) With respect to any or all of the real properties leased by
I-Phonehome, (1) there are no asbestos-containing materials, urea formaldehyde
insulation, polychlorinated biphenyls or lead-based paints present at any such
properties, and (2) there are no wetlands, as defined under any Environmental
Las, located on any such properties.
(vi) None of the real properties leased by I-Phonehome (1) has
been used or is now used by I-Phonehome for the generation, transportation,
storage, handling, treatment or disposal of any hazardous Materials (other
than de minimis quantities of Hazardous Materials used in the normal course of
I-Phonehome's business and in compliance with all applicable Environmental
Laws), or (2) is identified on a federal, state or local listing of sites
which require or might require environmental cleanup.
(vii) To the best of I-Phonehome's knowledge, no condition exists
on any of the real properties leased by I-Phonehome that upon the failure to
act, the passage of time or the giving of notice would give rise to liability
under any Environmental Law.
(viii) To the best of I-Phonehome's knowledge, there are no ongoing
investigations or negotiations, pending or threatened administrative,
judicial or regulatory proceedings, or consent decrees or other agreements in
effect that relate to environmental conditions in, on, under, about or related
to I-Phonehome, its operations or the real properties leased by I-Phonehome.
(ix) Neither I-Phonehome nor its operations is subject to
reporting requirements under the federal Emergency Planning and Community
Right-to-know Act, 42 U.S.C.11001 et seq., or analogous state statutes and
related regulations.
(t) Labor Relations. I-Phonehome is not bound by or subject to any
written or oral contract, commitment or arrangement with any labor union, and
no labor union has requested or, to the knowledge of I-Phonehome, has sought
to represent any of the employees of I-Phonehome.
(u) Compliance with Applicable Laws. To the knowledge of I-Phonehome,
the operations of I-Phonehome have been conducted in accordance with all
applicable laws, regulations, orders and other requirements of all courts and
other governmental or regulatory authorities having jurisdiction over
I-Phonehome, and its assets, properties and operations. Neither I-Phonehome or
its subsidiaries has received notice of any violation of any such law,
regulation, order or other legal requirements, or is in default with respect
to any order, writ, judgment, award, injunction or decree of any federal,
state or local court or governmental or regulatory authority or arbitrator,
domestic or foreign, applicable to I-Phonehome or any of its assets,
properties or operations. I-Phonehome has no knowledge of any proposed change
in any such laws, rules or regulations (other than laws of general
application) that would adversely affect the transactions contemplated by this
Agreement.
(v) Accuracy of Information. All documents delivered shall be genuine
copies. None of the representations, warranties or statements of I-Phonehome
contained in this Agreement, or in the schedules or exhibits hereto, contains
any untrue statement of a material fact or omits to state any material fact
necessary in order to make any of such representations, warranties or
statements not misleading.
3. REPRESENTATIONS AND WARRANTIES OF THE DATALOGIC. DataLogic represents
and warrants that except as set forth in any Schedule:
(a) Organization. DataLogic duly organized, validly existing and in
good standing under the laws of the State of Delaware and is duly qualified to
do business and in good standing in each jurisdiction where such qualification
is required. DataLogic has all requisite power and authority to conduct its
business as presently being conducted and as proposed to be conducted and to
own properties. DataLogic has all requisite power and authority to execute,
deliver and perform all of its obligations under this Agreement.
(b) No Default. DataLogic (i) is not in material default under any
law, rule or regulation, order, writ, judgment, injunction, decree,
determination, award, indenture, loan or credit agreement, lease, debt
instrument or mortgage or any other material agreement of DataLogic, (ii) is
not aware of any fact, circumstance, condition or other state of affairs that,
with the giving of notice or the lapse of time, will constitute such material
default, and (iii) will not be in any such material default by virtue of the
transactions contemplated hereby.
(c) Litigation. There is no action, suit, claim, proceeding or
investigation pending or to the best of DataLogic knowledge, threatened
against DataLogic that could either individually or in the aggregate have a
material adverse effect on DataLogic, or result in any change in the current
equity ownership of DataLogic. DataLogic Inc is not a party to of subject to
the provisions of any order, writ, injunction, judgment or decree of any court
or governmental agency or instrumentality (whether federal, state, local or
foreign) that could have a material adverse effect on DataLogic, or result in
any change in the current equity ownership of DataLogic
(d) Security Laws; Restricted Securities. Each party has been advised
that none of the Shares have been registered under the Act or applicable state
securities laws. Each party realizes that the Shares have not been registered
under the Act, are characterized as "restricted securities" under the Act and,
therefore, cannot be sold or transferred unless subsequently registered under
the Act or an exemption from such registration is available. In this
connection, each party represents that it is familiar with Rule 144 of the
SEC, as presently in effect, and understands the resale limitations imposed
thereby and by the Act.
4. COVENANTS PENDING CLOSING. During the period between the date hereof
and the earlier of the Closing Date or Termination
(a) Access for I-Phonehome. Each party shall give to the other and its
counsel, accountants and other representatives full and reasonable access,
during normal business hours throughout the period prior to the Closing Date,
to all of the entity's properties, books, contracts, commitments,
reimbursement and accounting records relating to the assets, and all aspects
of the entities business. In addition each party shall furnish to the other,
during such period, all information concerning the assets and the business
that such party may reasonably request. Any such investigation or inspection
by any party shall not be deemed a waiver of, or otherwise limit, the
representations, warranties and covenants of other party or parties contained
herein.
(b) Conduct of Business or Status. I-Phonehome shall be operated
solely in the usual and ordinary course and in compliance with the terms of
this Agreement and shall not, among other things, enter into any mutual
transaction or agreement, distribution assets, repurchase shares, declare a
dividend borrow or lend and may expect as provided herein, or in the
disclosure statement.
(c) Certain Prohibitions. I-Phonehome shall not do anything that would
result in a breach of any representations or warranties contained herein.
(d) Consents and Notices. I-Phonehome shall, on or prior to the
Closing Date, at its own expense, complete the Required Transactions.
(e) Mutual Cooperation. The parties hereto will cooperate with each
other, and will use all reasonable efforts to cause the fulfillment of the
conditions to the parties' obligations hereunder and to obtain as promptly as
possible all consents, authorizations, orders or approvals from each and every
third party, whether private or governmental, required in connection with the
transactions contemplated by this Agreement.
(f) Changes in Representations and Warranties. Between the date of
this Agreement and the Closing Date I-Phonehome shall not directly or
indirectly enter into any transaction, take any action, or by inaction permit
an event to occur, which would result in any of its or his representations and
warranties herein contained not being true and correct at and as of the
Closing Date. Each party shall promptly give written notice to the other upon
becoming aware of (i) any fact which, if known on the date hereof, would have
been required to be set forth or disclosed pursuant to this Agreement and (b)
any threatened breach in any material respect of any of their respective
representations and warranties contained in this Agreement and with respect to
the latter shall use reasonable efforts to remedy same.
(g) Nondisclosure. I-Phonehome will not at any time after the date of
this Agreement divulge, furnish to or make accessible to anyone any knowledge
or information with respect to confidential or secret processes, inventions,
discoveries, improvements, formulae, plans, material, devices or ideas or
know-how, whether patentable or not, with respect to any confidential or
secret aspects of the business (including, without limitation, customer lists,
supplier lists and pricing arrangements with customers or suppliers)
("confidential information"); provided such undertaking shall lapse if the
Closing of this Agreement does not take place as provided herein. In the event
that the transactions contemplated hereby are not consummated.
5. DATALOGIC CONDITIONS.
(a) All required transactions are complete subject to review of all
books, records, contracts, shareholders approval, and review of all material
documents so requested by DataLogic.
(b) Compliance by I-Phonehome. I-Phonehome shall have performed and
complied with all agreements and conditions covenants required by this
Agreement to be performed or complied with by I-Phonehome prior to or on the
Closing Date.
(c) Accuracy of I-Phonehome's Representations. I-Phonehome's
representations and warranties contained in this Agreement (including any
exhibit hereto and I-Phonehome's Disclosure Schedule) or any schedule,
certificate, or other instrument delivered pursuant to the provisions hereof
or in connection with the transactions contemplated hereby shall be true in
all material respects at and as of the Closing Date.
(d) Litigation. No litigation seeking to enjoin the transactions
contemplated by this Agreement or to obtain damages on account hereof shall be
pending or threatened.
6. TERMINATION. If any of the conditions are not met as it's relates to
this agreement, at DataLogics option this contract can be terminated. If there
is a breach of any of the terms of the agreement or its attachments, then
I-Phonehome will have 10 days in which to cure, or DataLogic shall have the
right to terminate. DataLogic shall then give written notice of its intention
to terminate this agreement in whole or in part.
Upon termination of this Agreement pursuant to this Agreement, the parties
shall be relieved of any further obligation to the other parties.
7. SURVIVAL OF REPRESENTATIONS AND WARRANTIES AND COVENANTS. The
Representations and Warranties contained herein and in any certificate,
instrument or schedule delivered on the Closing Date, or prior thereto shall
be deemed to have been relied upon notwithstanding any investigation
heretofore or hereafter made or omitted by both parties and shall continue in
full force and effect for 2 years following the Closing Date.
All covenants made in this Agreement which by their terms are to be performed
after the Closing shall survive the Closing, until they are performed.
8. GOVERNING LAW. This Agreement shall be governed by, interpreted and
construed in accordance with the laws of the State of California. The payment
obligation of this Agreement is performable in Orange County, California and
any dispute relating to this Agreement or any breach hereof, or the
termination of this Agreement, shall be submitted to binding arbitration under
the Rules of the American Arbitration Association and the decision of the
arbiter(s) shall be enforceable in any court having jurisdiction. Arbitration
shall occur only in Orange County, CA. In the event any dispute is arbitrated
the prevailing party (as determined by the arbiter(s)) shall be entitled to
recover that party's reasonable attorney's fees incurred (as determined by the
arbiter(s)) located in Orange County, California.
9. NOTICES. Any notice, request, demand or other communication required or
permitted under the terms of this Agreement shall be in writing and given by
certified or registered mail, postage prepaid and properly addressed , to the
address of the party to be notified as shown below, or to such other address
as to which either party may notify the other in writing. Notice shall be
effective on the date it is received. However, when this Agreement requires
immediate notice, such notice shall be accomplished by telephone to the
designated parties or by facsimile to the numbers listed herein.
If to DataLogic: If to I-Phonehome:
DataLogic International, Inc. I-Phonehome:
00000 Xxxxxx Xx., Xxx 000 000 Xxxxxxxx Xxxx, Xxx 0000
Xxxxxx Xxxxx, XX 00000 Xxx Xxxxxxx, XX 00000
Attn: Xxxxx Xxxxxx Attn: Xxxxxxx Xx
Tel. (000) 000-0000 x000 Tel. (000) 000-0000
Fax (000) 000-0000 Fax (000) 000-0000
10. ENTIRE AGREEMENT. This Agreement represents the entire agreement
between DataLogic and I-Phonehome with respect to the subject matter hereof
and supersedes all prior agreements and understandings among the parties
(whether written or oral) relating to said subject matter. There are no
agreements, representations, or understandings between DataLogic and
I-Phonehome that are not expressly stated herein.
A. No amendment to this Agreement shall be effective unless it is
in writing and signed by duly authorized representatives of both
DataLogic and I-Phonehome.
B. Waiver of DataLogic of any breach of this Agreement by
I-Phonehome shall not be effective unless such waiver is in
writing and signed by DataLogic. Any waiver by DataLogic shall
not constitute a waiver of any different or subsequent breach by
I-Phonehome.
IN WITNESS WHEREOF, the parties have entered into this Agreement as of the
dates hereof.
DataLogic International, Inc. I-Phonehome Inc.
/s/ Xxxxx Xxxxxx 06/2/04 /s/ Xxxxxxx Xx 06/02/04
_______________________________ _______________________________
Xxxxx Xxxxxx Date Xxxxxxx Xx Date
President CEO
