0000930661-02-003504 Sample Contracts

AGREEMENT CONCERNING THE EXCHANGE OF SECURITIES BY AND AMONG quepasa.com, inc. AND VAYALA CORPORATION
Subscription Agreement • October 15th, 2002 • Quepasa Com Inc • Services-advertising • Arizona

THIS AGREEMENT CONCERNING THE EXCHANGE OF SECURITIES (“Agreement”) is made this 30th day of September, 2002, by and between quepasa.com, inc., a Nevada corporation (“quepasa”), Vayala Corporation, a Delaware corporation (“Vayala”), and the security holders of Vayala (the “Vayala Security Holders”) who are listed on Exhibit 1.1 hereto and have executed Subscription Agreements in the form attached in Exhibit 1.2, hereto.

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