SHARE PURCHASE AGREEMENT among: RACKABLE SYSTEMS, INC., a Delaware corporation; TERRASCALE TECHNOLOGIES INC., a Canada Business Corporations Act corporation; RACKABLE SYSTEMS CANADA ACQUISITION ULC, an Alberta unlimited liability company; the SELLING...Share Purchase Agreement • August 30th, 2006 • Rackable Systems, Inc. • Electronic computers • Quebec
THIS SHARE PURCHASE AGREEMENT (“Agreement”) is made and entered into as of August 29, 2006, by and among: RACKABLE SYSTEMS, INC., a Delaware corporation (“Parent”); RACKABLE SYSTEMS CANADA ACQUISITION ULC, an Alberta unlimited liability company and indirect wholly-owned subsidiary of Parent (“Purchaser”); TERRASCALE TECHNOLOGIES INC., a Canada Business Corporations Act company (“Company”); the Persons listed on Schedule A (the “Selling Shareholders”); and Tumit Communications Inc., as the Selling Shareholders’ Agent (as defined in Section 11.1). Certain capitalized terms used in this Agreement are defined in Exhibit A.
