Transfer of Shares Sample Contracts

January 31, 1997 Mr. Robert Russo Mr. William Hancock c/o Network-1 Software & Technology, Inc. 909 Third Avenue New York, New York 10022 Re: Transfer of Shares Dear Messrs. Russo and Hancock: This letter agreement sets forth the mutual agreements of...
Transfer of Shares • July 22nd, 1998 • Network 1 Security Solutions Inc

This letter agreement sets forth the mutual agreements of Network-1 Software & Technology, Inc. with each of Robert Russo ("Russo") and William Hancock ("Hancock") with respect to the transfer and surrender to the Company by Russo of 63,000 shares of common stock, par value $.01 per share, of the Company (the "Common Stock") and by Hancock of 87,000 shares of Common Stock, on the terms and conditions set forth below. Each of the parties hereto acknowledges that the transactions described herein are being entered into as a condition to the closing of the transactions contemplated under a certain Securities Purchase Agreement, dated as of even date herewith, by and among the Company and certain investors.

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