Agreement for AcquisitionShare Exchange Agreement • April 21st, 2011 • Z3 Enterprises, Inc. • Services-educational services • Nevada
This letter sets forth the terms of the binding letter of agreement of Z3 Enterprises, Inc (“Z3”), a Nevada corporation, a publicly traded company of the OTCQB to acquire from you Tim Hassett, B. Mark Hodowanec, C. Quentin Ponder and D. Darren Zellers and HPEV, Inc. (“HPEV”) 100% of the shares of common and preferred stock in HPEV, Inc. (“HPEV”) a Delaware corporation for (a) 12,000,000 newly issued ordinary common shares of stock of Z3 and (b) One Hundred thousand (100,000) newly issued Series B convertible, exchangeable preferred stock of Z3, each share of which shall be convertible or exchangeable at HPEV’s option into one hundred (100) new issued ordinary shares for a total of 22,000,000 shares (upon conversion) of common stock of Z3 (“Exchange Shares”) (c) Z3 agrees to make an additional capital investment in HPEV as follows (contingent upon financing and less cost of capital): Phase 1: $550,000 for development of a working prototype model in accordance with the objective in Exhib
