Capital Stock Exchange Agreement Sample Contracts

Acies – Capital Stock Exchange Agreement (December 17th, 2012)

THIS CAPITAL STOCK EXCHANGE AGREEMENT (this "Agreement") is made as of this 29th day of November 2012, by and among ACIES CORPORATION, a Nevada corporation ("Acies"), CHAMPION ENTERTAINMENT, INC., a Texas corporation ("Champion"), Oleg Firer and Steven Wolberg, each individuals, and collectively, "Sellers", Kurt Neubauer ("Series A Holder"), and the persons and entities whose names, addresses and signatures are set forth on the Signature Pages to this Agreement (the "Shareholders" and collectively with Acies, Champion, Sellers and Series A Holder, the "Parties"). Certain capitalized and other terms used in this Agreement are defined in Annex A hereto and are used herein with the meanings ascribed to them therein.

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