Microsmart Devices – Stock Purchase Agreement (August 1st, 2012)
This Stock Purchase Agreement (this "Agreement") is dated as of July 31, 2012, by and among Crowther Holdings LTD, a Turks and Caicos Islands company ("Seller"), Settex PLC, a company registered in the United Kingdom under company number 4927273 ("Settex"), and Zentar Securities Ltd, a Swiss corporation ("Zentar"). Settex and Zentar are hereinafter collectively referred to as the "Purchasers" and sometimes are hereinafter individually referred to as a "Purchaser". Seller and the Purchasers are hereinafter collectively referred to as the "Parties" and sometimes are hereinafter individually referred to as a "Party". Each Purchaser is an "accredited investor" as such term is defined in Rule 501 of Regulation D promulgated by the Securities and Exchange Commission (the "Commission") under the Securities Act of 1933 (the "Securities Act").