IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date first above written. CHAMPION FINANCIAL CORPORATIONExchange Agreement • February 18th, 1997 • Champion Financial Corp /Md/ • Periodicals: publishing or publishing & printing
AGREEMENT, dated as of December , 1996, between Champion Financial Corporation, a Maryland corporation (the "Company"), and each of the parties whose names appear on Schedule A attached hereto and made a part hereof ("Schedule A") (hereinafter referred to individually as a "Stockholder" and collectively as the "Stockholders"). W I T N E S S E T H: WHEREAS, as of the date hereof, each Stockholder owns shares of common stock of MPLC, Inc., a Maryland corporation ("MPLC"); and WHEREAS, each Stockholder has agreed to exchange all of its shares of common stock of MPLC, the number of which is set forth next to such Stockholder's name on Schedule A (the "Exchanged Stock"), for the number of shares of common stock of the Company set forth next to such Stockholder's name on Schedule A (the "Shares"); WHEREAS, as part of the consideration for the Shares and in addition to the Exchanged Stock, each Stockholder has agreed to assign its right, title and interest (the "Rights") in and to that certai
