EXHIBIT 10.7
"HOLD - BACK LETTER"
VX Technologies, Inc.
0000 Xxxxxxxxxxx - Xxxxx 0000
Xxxx Xxxxx, Xxxxxxxx 00000
Gentlemen:
This will confirm the agreement of the undersigned with VX Technologies,
Inc. (the "Company") with respect to shares that the undersigned acquired as a
founder of DFR Associates I, Inc. ("DFR") or as a result of the DFR's
acquisition of Spent Lamp Recycling Technology, Inc. The undersigned has been
advised of and is aware of the following:
DFR acquired all of the shares of Spent Lamp Recycling
Technologies, Inc.
DFR was merged with and into Netsitter Corp, which changed its name to "VX
Technologies, Inc." and, accordingly, Spent Lamp Recycling Technology is now a
wholly owned subsidiary of the Company;
The Company is preparing and intends to shortly file with the Securities
and Exchange Commission a Registration Statement on Form SB-2 (the "Registration
Statement") which will cover the resale your shares;
To assist in the development of an orderly market of the Company's common
stock following the effective date of the Registration Statement and the listing
of the Company's common stock on the NASDAQ Bulletin Board (which the Company
can not assure will occur), the undersigned agrees that for the first two years
after the Company's stock commences trading, the undersigned will not sell any
shares unless such sale has been approved by the Company's Board of Directors.
A legend may be placed on my shares and the transfer agent may be advised of the
foregoing restriction.
Please include my shares in the Registration Statement as described above.
Please do not include my shares in the Registration Statement as
described above.
Please note that failure to include your shares in the Registration
Statement may result in your never being able to resell your shares under
Securities Act Rule 144.
Very truly yours,
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Signature(s) Print Name(s) (and Title if Applicable)
Date:
