0000912057-02-033174 Sample Contracts

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • August 22nd, 2002 • Liberate Technologies • Services-prepackaged software • New York

SHARE PURCHASE AGREEMENT, dated as of July 24, 2002 (this "Agreement"), among LIBERATE TECHNOLOGIES, a Delaware corporation ("Parent"), 2014120 ONTARIO INC., a corporation incorporated under the Business Corporation Act (Ontario) (the "BCA") and a wholly owned subsidiary of Parent ("Purchase Sub"), SIGMA SYSTEMS GROUP (CANADA) INC., a corporation incorporated under the BCA (the "Company"), the holders listed on the signature pages hereto (each a "Holder" and, collectively, the "Holders") of certain of the issued and outstanding shares of the Company, and Arjun Jasuja as the representative of the Holders (the "Shareholders' Representative"). For purposes of this Agreement, in the event that the Reorganization has been completed, "Company" shall mean Amalco (as defined in Schedule 6.09), where applicable.

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