EXCHANGE AGREEMENT
THIS AGREEMENT, dated as of February 12, 2013, is entered into by and between ON-AIR IMPACT, INC., (the “Company”) and XXXXXXXX X XXXXXXX (“XXXXXXX”).
WITNESSETH:
WHEREAS, XXXXXXX holds 4,000,000 Series A Convertible Preferred Shares of the Company (“Preferred Shares”); and
WHEREAS, XXXXXXX is willing to exchange the Preferred Shares for a non-convertible Promissory Note in the amount of $8,000 (the “Note”).
NOW, THEREFORE, in consideration for the foregoing, the parties hereto agree as follows:
| 1. | XXXXXXX and the Company hereby agree to exchange the Preferred Shares for an $8,000 non-convertible Promissory Note pursuant. Thus., concurrently with the execution of this Agreement, the Preferred Shares shall immediately and automatically be cancelled on the books of the Company. |
IN WITNESS WHEREOF, the Company and XXXXXXX have caused this Agreement to be executed by their duly authorized representatives on the date as first written above.
| /s/ Xxxxxxxx X. Xxxxxxx | |
| Xxxxxxxx X. Xxxxxxx |
| ON-AIR IMPACT, INC. | ||
| By: | /s/ Xxxxxxx Xxxxxxxxxx | |
| Xxxxxxx Xxxxxxxxxx | ||
| Director and President | ||
