PROCERA NETWORKS, INC AND NETINTACT, AB INCENTIVE WARRANT AGREEMENTIncentive Warrant Agreement • August 31st, 2006 • Procera Networks Inc • Services-computer programming services • California
THE SECURITIES REPRESENTED HEREBY HAVE BEEN ACQUIRED BY INVESTOR FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES OR AN OPINION OF COUNSEL SATISFACTORY IN FORM AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”).
ESCROW AGREEMENTEscrow Agreement • August 31st, 2006 • Procera Networks Inc • Services-computer programming services • California
THIS ESCROW AGREEMENT (the “Escrow Agreement”) is made and entered into as of this ____ day of _______, 2006, by and among the shareholders listed on Schedule A who are all of the shareholders of Netintact, AB (each a “Seller” and collectively referred to as “Sellers”) Procera Networks, Inc., a Nevada, USA, corporation, (“Procera”), and ____________________ (the “Escrow Agent”).
FIRST AMENDED AND RESTATED STOCK EXCHANGE AGREEMENT AND PLAN OF REORGANIZATIONStock Exchange Agreement • August 31st, 2006 • Procera Networks Inc • Services-computer programming services
This FIRST AMENDED AND RESTATED STOCK EXCHANGE AGREEMENT AND PLAN OF REORGANIZATION (the "Agreement ”) dated as of 18 August, 2006, by and among the shareholders listed on Exhibit A who are all of the shareholders of Netintact, (collectively referred to as “Sellers”); and Procera Networks, Inc., a Nevada corporation, whose principal office is located at 100C Cooper Court; Los Gatos, CA 95032, (“Procera”).
PROCERA NETWORKS, INC. VOTING AGREEMENTVoting Agreement • August 31st, 2006 • Procera Networks Inc • Services-computer programming services • California
THIS VOTING AGREEMENT (the “Agreement”) is made and entered into as of this 18th day of August, 2006, by and among Procera Networks, Inc., a Nevada corporation (the “Company”), those certain holders of the Company’s Common Stock listed on Exhibit A hereto (the “Key Holders”) and the persons listed on Exhibit B hereto (the “Netintact Shareholders”).
PROCERA NETWORKS, INC AND NETINTACT, AB CLOSING DATE WARRANT AGREEMENTWarrant Agreement • August 31st, 2006 • Procera Networks Inc • Services-computer programming services • California
THE SECURITIES REPRESENTED HEREBY HAVE BEEN ACQUIRED BY INVESTOR FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES OR AN OPINION OF COUNSEL SATISFACTORY IN FORM AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”).
PROCERA NETWORKS, INC. LOCK UP AGREEMENTLock Up Agreement • August 31st, 2006 • Procera Networks Inc • Services-computer programming services • California
This LOCK UP AGREEMENT (the "Agreement ”) dated as of August 18, 2006, is by and among the shareholders listed on Exhibit A who are all of the shareholders of Netintact, (each a “Seller” and collectively referred to as “Sellers”); and Procera Networks, Inc., a Nevada corporation, (“Procera”).
