0001108017-06-000084 Sample Contracts

Asset Purchase Agreement Between Canufly.net, Inc. as Seller And XFone USA, Inc., as Purchaser
Asset Purchase Agreement • January 31st, 2006 • Xfone Inc • Communications services, nec • Mississippi

Asset Purchase Agreement ("Agreement") executed as of January 10, 2006, to be effective as of January 1, 2006 between Canufly.net, Inc., a Mississippi corporation (the "Seller") and XFone USA, Inc., a Mississippi corporation (the "Purchaser"), and Michael Nassour, as the principal shareholder of the Seller (the "Shareholder").

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AGREEMENT GENERAL TERMS AND CONDITIONS
Asset Purchase Agreement • January 31st, 2006 • Xfone Inc • Communications services, nec • Mississippi

THIS AGREEMENT is made by and between Xfone.USA, Inc. (“Xfone.USA”), a Mississippi corporation, and EBI Comm, Inc. (“EBI”), a Mississippi corporation, and shall be effective on the Effective Date, as defined herein. This Agreement may refer to either Xfone.USA or EBI or both as a “Party” or “Parties.” This Agreement reflects the terms and conditions to acquire certain assets owned by EBI, (the “Transaction”).

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