AMENDED AND RESTATED STOCK EXCHANGE AGREEMENT BY AND AMONG ARMAGH GROUP INC., OVT, INC., RICHARD E. BENNETT, JR., ROBERT J. WALTERS, AND WILLIAM R. DUNAVANT Dated as of November 19, 2002Stock Exchange Agreement • December 12th, 2002 • Armagh Group Inc • Services-business services, nec • Delaware
THIS STOCK EXCHANGE AGREEMENT is made and entered into as of this 19th day of November, 2002, by and among ARMAGH GROUP INC., a Delaware corporation ("Purchaser"), OVT, INC., a Georgia corporation ("OVT"), RICHARD E. BENNETT, JR., a resident of the State of Georgia ("Bennett"), ROBERT J. WALTERS, a resident of the State of Georgia ("Walters"), and WILLIAM R. DUNAVANT, a resident of the State of Florida ("Dunavant"). Bennett, Walters, and Dunavant are the holders of a majority of the outstanding capital stock of OVT, each of whom is sometimes hereinafter referred to as a "Seller" and all of whom together are sometimes referred to as the "Sellers."
