Exhibit A
AGREEMENT PURSUANT TO RULE 13d l(f)
OF THE SECURITIES AND EXCHANGE COMMISSION
AGREEMENT, to be effective as of October 29, 1996, among SENECA VENTURES,
with its principal office at 00 Xxxxxxxx Xxxx, Xxxxxxxxxx, Xxx Xxxx 00000,
WOODLAND VENTURE FUND, with its principal office at 00 Xxxxxxxx Xxxx,
Xxxxxxxxxx, Xxx Xxxx 00000, WOODLAND PARTNERS, with its principal office at 00
Xxxxxxxx Xxxx, Xxxxxxxxxx, Xxx Xxxx 00000, XXXXX XXXXXXXXXX, residing at 00
Xxxxxxxx Xxxx, Xxxxxxxxxx, Xxx Xxxx 00000 and WOODLAND SERVICES CORP., with its
principal office at 00 Xxxxxxxx Xxxx, Xxxxxxxxxx, Xxx Xxxx 00000.
WHEREAS, for convenience and expediency, each party hereto desires to file
the statements required by ss.13(d) of the Securities Exchange Act of 1934, as
amended, jointly with all other parties hereto; and
WHEREAS, Rule 13D-1(f) promulgated by the Securities and Exchange
Commission requires that this Agreement be set forth in writing and filed with
the Commission;
NOW THEREFORE, it is hereby agreed as follows:
1. Each party hereto agrees that it will file all statements and reports
required under ss.13(d) of the Securities Exchange Act of 1934, as amended,
including without limitation, Schedule 13D, and all amendments of all such
statements and/or reports, jointly with all other parties hereto.
2. Any party hereto may hereafter terminate this Agreement, with respect to
itself only, by giving written notice thereof to all other parties hereto, and
to NETWORK
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PERIPHERALS INC., and the Securities and Exchange Commission. The withdrawal of
any one or more parties shall not cause the termination of this Agreement with
respect to the parties not giving notice of termination as aforesaid.
3. Unless sooner terminated as provided in paragraph 2 above, this
Agreement shall be for a period of one (1) year from the date hereof, and shall
be automatically renewable for successive one (1) year periods, unless
terminated by any party, as to such party, on sixty (60) days notice.
4. This Agreement may be executed in counterparts, each of which shall be
deemed an original and all of which shall constitute one and the same
instrument.
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IN WITNESS WHEREOF, we have executed this Agreement with the intention that
it shall be binding upon us as of the day and year set forth above.
s/ Xxxxx Xxxxxxxxxx
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Xxxxx Xxxxxxxxxx, individually, and
as General Partner on behalf of
Seneca Ventures, Woodland Venture
Fund, and Woodland Partners, and
as President of Woodland Services
Corp.
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