Common use of Share Exchange Clause in Contracts

Share Exchange. At the Closing, (i) the Shareholders shall transfer 1,000,999 shares, representing all of the issued and outstanding Shares of the Company to the Acquiror Company, and the Acquiror Company shall issue 1,000.999 fully paid and nonassessable Acquiror Company Preferred Shares (the “Share Exchange”) to the Shareholders; and (ii) the Acquiror Company Shareholder shall effectuate an agreement agreeing to cancel and forfeit all rights to the Cancelled Shares.

Share Exchange. At the Closing, (i) the Shareholders shall transfer 1,000,999 shares8,349,731 Shares, representing 100% of all of the issued and outstanding Shares shares of the Company to the Acquiror Company, and the and, (ii) Acquiror Company shall issue 1,000.999 an aggregate of 18,369,421 fully paid and nonassessable shares of Acquiror Company Preferred Shares Common Stock (the “Share Exchange”) ), to each such Shareholder in the Shareholders; and (ii) the Acquiror Company Shareholder shall effectuate an agreement agreeing to cancel and forfeit all rights to the Cancelled Shares.amount set forth on Exhibit A.

Share Exchange. At the Closing, (i) the Shareholders shall transfer 1,000,999 200 shares, representing all of the issued and outstanding Shares of the Company to the Acquiror Company, and the Acquiror Company shall issue 1,000.999 1,000,000 fully paid and nonassessable non-assessable Acquiror Company Series A Preferred Shares (the “Share Exchange”) to the Shareholders; and (ii) the Acquiror Company Shareholder Principal Shareholders shall effectuate an agreement agreeing to cancel transfer and forfeit all rights sell 298,752,720 shares to the Cancelled Sharesthose designated on Exhibit 2.1.

Share Exchange. At the Closing, (i) the Shareholders Shareholder shall transfer 1,000,999 shares50,000 Shares, representing all of the issued and outstanding Shares of the Company to the Acquiror Company, and (ii) the Company’s deposit of $400,000 currently being held in escrow, shall be released to the Acquiror Company Shareholder for the Repurchase in accordance with an escrow agreement and in consideration therefor, subject to Section 2.2, Acquiror Company shall issue 1,000.999 47,658 fully paid and nonassessable Acquiror Company Preferred Shares (the “Share Exchange”) to the Shareholders; and (ii) the Acquiror Company Shareholder shall effectuate an agreement agreeing to cancel and forfeit all rights to the Cancelled Shares.Shareholder

Share Exchange. At the Closing, (i) the Shareholders shall transfer 1,000,999 sharesthe Shares, representing all of the issued and outstanding Shares of the Company Company, to the Acquiror Company, and the in consideration therefor, subject to Section 2.2, Acquiror Company shall issue 1,000.999 4,107,592 fully paid and nonassessable Acquiror Company Preferred Shares to the Shareholders in accordance with Exhibit A, such that, at Closing, the Company will become a wholly-owned subsidiary of the Acquiror Company (such transfer and issuance to be referred to in this Agreement as the “Share Exchange”) to the Shareholders; and (ii) the Acquiror Company Shareholder shall effectuate an agreement agreeing to cancel and forfeit all rights to the Cancelled Shares).