STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 28th, 2008 • Emrise CORP • Instruments for meas & testing of electricity & elec signals • Delaware
THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of May 23, 2008, by and among EMRISE Electronics Corporation, a New Jersey corporation (“Buyer”), EMRISE Corporation, a Delaware corporation and parent of Buyer (“EMRISE”), Charles S. Brand, an individual (“Brand”), Advanced Control Components, Inc., a New Jersey corporation (the “Company”), Thomas P. M. Couse, an individual (“Couse”), Joanne Couse, an individual (“J. Couse”), Michael Gaffney, an individual (“Gaffney”), and Custom Components, Inc., a New Jersey corporation (“Parent”). Couse and Brand are collectively referred to as “Majority Owners,” and each individually as a “Majority Owner.” Couse, Brand, J. Couse and Gaffney are collectively referred to as “Sellers,” and each individually as a “Seller.” Buyer, Sellers, the Company, and Parent are referred to collectively as the “Parties,” and each individually as a “Party.”
