STOCK PURCHASE AGREEMENT
AGREEMENT is made and entered into this 20th day of May, 2010 by and between
Xxxxx Xxxxxxx (hereinafter referred to as "Seller") and Xxx Xxxxxxxx
(hereinafter referred to as "Purchaser");
W I T N E S S E T H:
WHEREAS, the Seller is the record owner and holder of the issued and outstanding
shares of the capital stock of ABC Acquisition Corp. 1501. (hereinafter referred
to as the "Corporation"), a Nevada Corporation, which Corporation has issued
capital stock of 35,000,000 shares of $0.001 par value common stock, and
WHEREAS, the Purchaser desires to purchase said stock and the Seller desires to
sell said stock, upon the terms and subject to the conditions hereinafter set
forth;
NOW, THEREFORE, in consideration of the mutual covenants and agreements
contained in this Agreement, and in order to consummate the purchase and the
sale of the Corporation's Stock aforementioned, it is hereby agreed as follows:
1. PURCHASE AND SALE:
Subject to the terms and conditions hereinafter set forth, at the closing of the
transaction contemplated hereby, the Seller shall sell, convey, transfer, and
deliver to the Purchaser certificates representing such stock, and the Purchaser
shall purchase from the Seller the Corporation's Stock in consideration of the
purchase price set forth in this Agreement.
2. AMOUNT AND PAYMENT OF PURCHASE PRICE.
As total consideration for the purchase and sale of the Corporation's Stock,
pursuant to this Agreement, the Purchaser shall pay to the Seller the sum of
Three thousand five hundred and no/100 USD ($3,500.00), such total consideration
to be referred to in this Agreement as the "Purchase Price".
The Purchase Price shall be paid as follows:
The sum of Three thousand five hundred and no/100 USD ($3,500.00) to be
delivered to Seller within 30 days of this agreement
3. REPRESENTATIONS AND WARRANTIES OF SELLER.
Seller hereby warrants and represents:
Seller is the lawful owner of the Stock, free and clear of all security
interests, liens, encumbrances, equities and other charges.
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4. REPRESENTATIONS AND WARRANTIES OF SELLER AND PURCHASER.
Seller and Purchaser hereby represent and warrant that there has been no act or
omission by Seller, Purchaser or the Corporation which would give rise to any
valid claim against any of the parties hereto for a brokerage commission,
finder's fee, or other like payment in connection with the transactions
contemplated hereby.
5. GENERAL PROVISIONS
(a) Entire Agreement.
This Agreement (including the exhibits hereto and any written amendments hereof
executed by the parties) constitutes the entire Agreement and supersedes all
prior agreements and understandings, oral and written, between the parties
hereto with respect to the subject matter hereof.
(b) Sections and Other Headings.
The section and other headings contained in this Agreement are for reference
purposes only and shall not affect the meaning or interpretation of this
Agreement.
(c) Governing Law.
This agreement and all transactions contemplated hereby, shall be governed by,
construed and enforced in accordance with the laws of the State of Delaware.
The parties herein agree to binding arbitration by a single arbitrator from
the American Arbitration Association whose decision shall be final.
IN WITNESS WHEREOF, this Agreement has been executed by each of the individual
parties hereto on the date first above written.
Signed, sealed and delivered:
Seller: Purchaser:
/s/Xxxxx Xxxxxxx /s/Xxx Xxxxxxxx
Xxxxx Xxxxxxx Name: Xxx Xxxxxxxx
Address: 000 Xxxxxx Xx
Xxxxxxxxx, XX, X0X 0X0
Phone: 000 000 0000
Fax: _______________
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