Def13e3 Sample Contracts

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August 25, 1995 Barry W. Florescue 701 Southeast 6th Avenue Delray Beach, Florida 33483 Florescue Family Corporation 701 Southeast 6th Avenue Delray Beach, Florida 33483 Attention: Barry Florescue Gentlemen: In consideration of the agreements of...
Marietta Corp • February 7th, 1996 • Services-business services, nec • New York

In consideration of the agreements of Marietta Corporation (the "Company") set forth herein, each of Barry W. Florescue ("BF") and Florescue Family Corporation ("FFC"; BF and FFC are hereinafter referred to collectively as "Florescue") hereby agrees, on behalf of itself and each of its affiliates (as such term is defined in Rule 12b-2 of the General Rules and Regulations under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) that for a period of two years from the date of this letter agreement (the "Termination Date"), neither Florescue nor its affiliates will, subject to the next succeeding paragraph, (i) acquire, or in conjunction with any other person acquire, by purchase or otherwise, beneficial or record ownership of more than 14.99% of the then issued and outstanding shares of common stock, par value $.01 per share, of the Company (the "Common Stock"), (ii) without the prior written consent of the Board of Directors of the Company propose to the Company or an

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