Ex. 10.26
ETC STOCK PURCHASE AGREEMENT
This ETC Stock Purchase Agreement (the "Agreement") is effective June
25, 1998 by and between Electronic Transmission Corporation ("ETC"), a
Delaware corporation having principal offices at 0000 Xxxxxxx Xxxx, Xxxxx
000, Xxxxxx, Xxxxx 00000, and Xxxxx Xxxxxx ("Investor") whose residence is
0000 Xxxx Xxxxxxx Xxxx, Xxxxxxx, Xxxxxxxxxx 00000.
ETC hereby agrees to issue and sell Four Hundred Thousand (400,000)
shares of ETC Common Stock (the "Purchased Shares") to Investor, and Investor
hereby subscribes for and purchases the same, for a purchase price of
twenty-five cents ($.25) for each Purchased Share or One Hundred Thousand
Dollars ($100,000.00) for all such Purchased Shares, all on the terms and
conditions set forth herein. Together with this Agreement, Investor is
delivering to ETC immediately available funds, payable to the order of ETC,
in the fall amount of such purchase price for all such Purchased Shares.
Investor will receive a certificate evidencing ownership of all such
Purchased Shares, which will be fully paid, validly issued, and
nonassessable, transferable when issued in accordance with applicable law.
Investor represents and warrants that:
a. Investor has received and carefully read this Agreement and the
materials prepared by ETC regarding the business and status, is
familiar with and understands them, has based Investor's investment
decision on the information contained therein, and has not asked any
questions or requested any materials of ETC which have not been
answered or supplied; and
b. Investor (i) is acquiring the Purchased Shares for Investor's own
account for investment and not with a view to distribution or resale
thereof, (ii) meets the suitability stands for an investment in the
Purchased Shares as set forth in the Securities Act of 1933, all
applicable U.S. state securities laws, and all applicable regulations
under any of the foregoing (collectively the "Securities Laws and
Regulations"), (iii) understands that the Purchased Shares, and the
issuance thereof, have not been registered under the Securities Laws
and Regulations and are not expected to be so registered, (iv) will
not sell or otherwise transfer the Purchased Shares except in
compliance with the Securities Laws and Regulations, and (v) resides
at his address as set forth above.
Any notices hereunder shall be in writing and delivered personally or by U.S.
Mail or recognized courier service, addressed to the respective addresses set
forth above or to such other address for itself as either party may specify
hereunder. This Agreement expresses the complete understanding of the parties
with respect to the subject matter hereof and may be amended only by an
instrument in writing executed by the parties. This Agreement may be executed
in multiple counterparts, each of which shall be an original but all of which
together shall constitute one and the same instrument. This Agreement shall
be binding upon and inure to the benefit of the parties hereto and their
respective heirs, successors, representatives, and assigns, and shall be
governed by and construed in accordance with the laws of the State of Texas.
IN WITNESS WHEREOF, the parties have executed this Agreement effective
as of the date first set forth above.
Investor Electronic Transmission Corporation
/s/ XXXXXXX X. XXXXXX
-------------------------- -----------------------------------
Xxxxx Xxxxxx Xxxxxxx X. Xxxxxx
Chairman and CEO
Tax I.D. ###-##-####
Phone: (000) 000-0000 Phone: (000) 000-0000
Facsimile: (000) 000-0000 Facsimile: (000) 000-0000
