STOCK PURCHASE AGREEMENT by and among The KEYW Holding Corporation Everest Technology Solutions, Inc. ETS Holdings, Inc. and Certain stockholders of ETS Holdings, Inc. Dated December 2, 2010Stock Purchase Agreement • December 16th, 2010 • Keyw Holding Corp • Services-computer integrated systems design • Maryland
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of December 2, 2010 is entered into by and among The KEYW Holding Corporation, a Maryland corporation (the “Purchaser”), Everest Technology Solutions, Inc., a Delaware corporation (the “Company”), ETS Holdings, Inc., a Delaware corporation (the “Seller”) and each of the persons listed on the signature pages attached hereto as a Seller Related Party (each a “Seller Related Party” and collectively the “Seller Related Parties”), who are stockholders of the Seller, and solely for purposes set forth in this Agreement, Michael J. Cerruti, as the representative of the Seller and Seller Related Parties hereunder (the “Seller Representative”). The Purchaser, Company, each of the Sellers, the Seller Related Parties, and the Seller Representative are referred to herein as a “Party” and together as the “Parties”.
