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Exhibit 10.1
REDEMPTION AGREEMENT
This
Agreement (the “Agreement”) is made as of the
28
th day
of September, 2007 by and between SRKP 11, Inc., a Delaware
corporation having its offices at 4737 North Ocean Drive, Suite
207, Lauderdale by the Sea, FL 33308 (the “Issuer”) and
Thomas Poletti, with an address at c/o Kirkpatrick & Lockhart
Preston Gates Ellis LLP, 10100 Santa Monica Blvd., 7
th Floor,
Los Angeles, CA 90067 (the “Seller”).
WITNESSETH:
WHEREAS,
the Seller is the owner of 270,000 shares of the
Issuer’s common stock, par value $.0001 per share
(“Common Stock”); and
WHEREAS,
the Seller desires to sell to the Issuer, and the Issuer
desires to purchase from the Seller, all 270,000 shares of
Common Stock owned by the Seller (the “Shares”),
on and subject to the terms of this Agreement (the
“Redemption”);
WHEREFORE,
the parties hereto hereby agree as follows:
1.
Sale of the Shares .
Subject to the terms and conditions of this Agreement, and in
reliance upon the representations, warranties, covenants and
agreements contained in this Agreement, the Seller shall sell the
Shares to the Issuer, and the Issuer shall purchase the Shares from
the Seller for an aggregate purchase price (the “Purchase
Price”) equal to one hundred eight dollars and thirty three
cents ($108.33).
2.
Closing .
The purchase and sale of the Shares shall take place upon execution
and delivery of this Agreement (the “Closing”), to be
held at such time and place as shall be determined by the parties.
At the Closing, the Seller shall deliver to the Issuer certificates
for the Shares, duly endorsed in form for transfer to the Issuer
and the Issuer shall pay the Purchase Price for the
Shares.
3.
Representations of Seller .
(a)
Seller has all necessary power and authority to enter into and to
perform his obligations hereunder. This Agreement constitutes the
valid and binding obligation of Seller, enforceable against him in
accordance with its terms, subject to: (i) laws of general
application relating to bankruptcy, insolvency and the relief of
debtors; and (ii) rules of law governing specific performance,
injunctive relief and other equ
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