MANAGEMENT LOCK-UP AND SUPPORT AGREEMENTManagement Lock-Up and Support Agreement • September 24th, 2012 • Digital River Inc /De • Wholesale-computers & peripheral equipment & software • British Columbia
WHEREAS the Seller is the legal and beneficial (as defined in Rule 13d-3 under the Securities Exchange act of 1934) owner of such number of shares (“Shares”) of each class of capital stock of LML Payment Systems Inc. (the “Company”) and/or options to acquire Shares (“Options”) of the Company as is indicated on the signature page of this Agreement;
Digital River, Inc. (“Digital River”) and LML Acquisition Corp. (the “Purchaser”) and LML Payment Systems Inc. (the “Company”) ARRANGEMENT AGREEMENT September 21, 2012Arrangement Agreement • September 24th, 2012 • Digital River Inc /De • Wholesale-computers & peripheral equipment & software • British Columbia
NOW THEREFORE THIS AGREEMENT WITNESSES THAT, in consideration of the respective covenants and agreements hereinafter contained and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the Parties hereto agree as follows:
LOCK-UP AND SUPPORT AGREEMENTLock-Up and Support Agreement • September 24th, 2012 • Digital River Inc /De • Wholesale-computers & peripheral equipment & software • British Columbia
WHEREAS the Seller is the legal and beneficial (as defined in Rule 13d-3 under the Securities Exchange act of 1934) owner of such number of shares (“Shares”) of each class of capital stock of LML Payment Systems Inc. (the “Company”) and/or options to acquire Shares (“Options”) of the Company as is indicated on the signature page of this Agreement;
SHAREHOLDER LOCK-UP AND SUPPORT AGREEMENTShareholder Lock-Up and Support Agreement • September 24th, 2012 • Digital River Inc /De • Wholesale-computers & peripheral equipment & software • British Columbia
Millennium Partners, L.P., an exempted limited partnership organized in the Cayman Islands with an office at 666 Fifth Avenue, 8th floor, New York, NY,
