0001193125-12-518912 Sample Contracts

SHAREHOLDERS AGREEMENT
Shareholders Agreement • December 31st, 2012 • Zix Corp • Services-computer processing & data preparation • Texas

This SHAREHOLDERS AGREEMENT (this “Agreement”) is made and entered into on December 28, 2012, by and among Zix Corporation, a Texas corporation (the “Company”), and Rockall Emerging Markets Master Fund Limited, a Cayman Islands exempted company (“Rockall”), Meldrum Asset Management, LLC, a Delaware limited liability company and the investment manager of Rockall (“Meldrum”), Fulvio Dobrich, Con Egan, Conor O’Driscoll, Michael E. Dailey and Mark J. Bonney (each, including Rockall and Meldrum, a “Holder” and, collectively, the “Holders”).

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