Exhibit 10.15
NETWORK-1 SOFTWARE & TECHNOLOGY, INC.
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January 31, 1997
Mr. ▇▇▇▇▇▇ ▇▇▇▇▇
Mr. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
c/o Network-1 Software & Technology, Inc.
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▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇
Re: Transfer of Shares
Dear Messrs. ▇▇▇▇▇ and ▇▇▇▇▇▇▇:
This letter agreement sets forth the mutual agreements of Network-1
Software & Technology, Inc. with each of ▇▇▇▇▇▇ ▇▇▇▇▇ ("▇▇▇▇▇") and ▇▇▇▇▇▇▇
▇▇▇▇▇▇▇ ("▇▇▇▇▇▇▇") with respect to the transfer and surrender to the
Company by ▇▇▇▇▇ of 63,000 shares of common stock, par value $.01 per share,
of the Company (the "Common Stock") and by ▇▇▇▇▇▇▇ of 87,000 shares of Common
Stock, on the terms and conditions set forth below. Each of the parties
hereto acknowledges that the transactions described herein are being entered
into as a condition to the closing of the transactions contemplated under a
certain Securities Purchase Agreement, dated as of even date herewith, by and
among the Company and certain investors.
Simultaneous with the execution of this letter agreement, ▇▇▇▇▇ shall
surrender, transfer and assign to the Company 63,000 shares of Common Stock
and shall deliver to the Company certificates representing 63,000 shares of
Common Stock. Upon receipt of such stock certificates, the Company shall
deliver to ▇▇▇▇▇ a check in the amount of $630.00 as payment in full for such
shares and shall cancel the shares so delivered.
Simultaneous with the execution of this letter agreement, ▇▇▇▇▇▇▇ shall
surrender, transfer and assign to the Company 87,000 shares of Common Stock
and shall deliver to the Company certificates representing 87,000 shares of
Common Stock. Upon receipt of such stock certificates, the Company shall
deliver to ▇▇▇▇▇▇▇ a check in the amount of $870.00 as payment in full for
such shares and shall cancel the shares so delivered.
If the foregoing accurately reflects our mutual agreement, please sign
this letter agreement in the space indicated below.
NETWORK-1 SOFTWARE & TECHNOLOGY, INC.
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇
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Name: ▇▇▇▇▇▇ ▇▇▇▇▇
Title: President
Accepted and Agreed as of the
date first above-written:
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇
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/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
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