This Purchase and Sale Agreement involves
Title: STOCK PURCHASE AGREEMENT
Governing Law: Illinois Date: 5/2/2005
Industry: Computer Networks Sector: Technology
STOCK PURCHASE AGREEMENT
This STOCK PURCHASE AGREEMENT (this “ Agreement ”) is made as of April 28, 2005, by and between Ebix, Inc., a Delaware corporation (the “ Company ”) and Craig Wm. Earnshaw, an individual (“ Earnshaw ”).
WHEREAS , pursuant to that certain Stock Purchase Agreement, dated February 23, 2004, by and among Ebix, Inc. and the shareholders of LifeLink Corporation (the “ Stock Purchase Agreement ”), Earnshaw acquired two hundred thousand (200,000) shares of common stock of the Company (the “ Company Shares ”);
WHEREAS , pursuant to Section 4.8 of the Stock Purchase Agreement, Earnshaw has the right (the “Put Right”) at any time during the one month period commencing August 23, 2005 to require the Company to purchase of the remaining Company Shares then held by Earnshaw, at a price equal to $2,700,000 minus the aggregate purchase price received by Earnshaw with respect to all sales of Company Shares prior to the date of exercise of the Put Right; and
WHEREAS , the Company desires to permit Earnshaw to exercise the Put Right prior to August 23, 2005, and to purchase and redeem the Shares, and Earnshaw desires to exercise the Put Right and sell the Company Shares to the Company, in accordance with the terms of this Agreement (the “ Sale ”).
NOW THEREFORE , in consideration of the mutual covenants of the parties set forth in this Agreement and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: