SHARE EXCHANGE AGREEMENT BY AND AMONG santa fe operating, inc., a Delaware corporation, TOM W. GRIFFIN, an individual, on behalf of the Santa Fe Shareholders, BABY ALL CORP, a Delaware corporation AND EFRAT SCHWARTZ, an individualShare Exchange Agreement • May 11th, 2012 • Baby All Corp. • Measuring & controlling devices, nec • Delaware
This Share Exchange Agreement, dated as of May 10, 2012 (this “Agreement”) by and among Santa Fe Operating, Inc., a Delaware corporation (“Santa Fe”), Tom W. Griffin, on behalf of the holders of 100% of the issued and outstanding common stock of Santa Fe (the “Santa Fe Shareholders”), Baby All Corp, a Delaware corporation (“BABA”), and Efrat Schwartz, an individual and the holder of a majority of the common stock of BABA (the “BABA Indemnity Party”).
