Registration of Securities by a Small-Business Issuer — Form SB-2
Filing Table of Contents
Document/Exhibit Description Pages Size
1: SB-2 Registration of Securities by a Small-Business 88 373K
Issuer
2: EX-3 Exhibit 3.1.6 3 14K
3: EX-4 Exhibit 4.1 25 60K
4: EX-4 Exhibit 4.2 4 20K
5: EX-5 Exhibit 5.1 2± 12K
6: EX-10 Exhibit 10.1.2 2 12K
11: EX-10 Exhibit 10.14.2 3 12K
12: EX-10 Exhibit 10.15.1 3 16K
13: EX-10 Exhibit 10.18.1 6 29K
7: EX-10 Exhibit 10.2.1 2 12K
15: EX-10 Exhibit 10.28 10 26K
16: EX-10 Exhibit 10.29 7 31K
8: EX-10 Exhibit 10.3.1 2 12K
17: EX-10 Exhibit 10.30 10 27K
18: EX-10 Exhibit 10.31 7 31K
19: EX-10 Exhibit 10.32 2 16K
20: EX-10 Exhibit 10.33 2 13K
9: EX-10 Exhibit 10.6.1 6 30K
10: EX-10 Exhibit 10.7.1 6 30K
14: EX-10.26 Remarketing Agreement 9 51K
21: EX-23 Exhibit 23.1 1 8K
EX-10 — Exhibit 10.14.2
EX-10 | 1st Page of 3 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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Exhibit 10.14.2
JOINDER TO ESCROW AGREEMENT
This Joinder To Escrow Agreement is made as of the 14th day of
February, 1996, by each of HAVEN BROCK KOLLS, JR., BARRY SLAWTER, and HENRY B.
duPONT SMITH ("Shareholders").
Background
Each of the Shareholders is a Director or an executive officer
of USA Technologies, Inc., a Pennsylvania corporation (the "Company"). On
Decenmber 28, 1993, pursuant to the request of the Pennsylvania Securities
Commision, the Company, each of the then Directors and executive officers of the
Company, and Meridian Trust Company , as the escrow depository, entered into an
Escrow Agreement (the "Escrow Agreement"). A copy of the fully signed Escrow
Agreement is attached hereto as Exhibit"A". The Shareholders were not original
parties to the Escrow Agreement and the Pennsylvania Securities Commission has
requested that each of the Shareholders become a party to the Escrow Agreement
at this time.
Agreement
NOW, THEREFORE, intending to be legally bound hereby, the
undersigned agree as follows:
1. Joinder. Each of the undersigned Shareholders hereby agree
to become a party to and to be fully bound by all the terms and conditions of
the Escrow Agreement as if the undersigned were an original signatory thereto.
2. Escrow Deposit. Simultaneously with the execution and
delivery of this Joinder To Escrow Agreement, each of the undersigned is
depositing with the Escrow Depostory all of the Common Stock beneficially owned
by each of them, as follows:
Haven Brock Kolls, Jr. 16,500 shares
Barry Slawter 0 shares
Henry B. DuPont Smith 100,000 shares
The original share certificates representing the Escrow Securities have been
simultaneously delivered to the Escrow Depositary, with stock powers endorsed in
blank.The above Esrow Securities represent all of the shares of Common Stock
beneficially owned by each of the Shareholders as of the date hereof. As set
forth in the Escrow Agreement, during the Escrow Period, each of the
Shareholders shall deposit with the Escrow Depository all additional shares of
Common Stock to which they shall acquire beneficial and/ or record ownership,
whether by exercise of options, warrants, or otherwise (including a right of
conversion), and such shares shall also be deemed Escrow Securities.
3. Parties Bound. This Joinder To Escrow Agreement may be
executed in separate counterparts, by the several parties hereto, each of which
shall be an originsal but all of such counterparts shall together constitute one
and the same instrument. This JoinderTo Escrow Agreement shall extend to and be
binding upon the successors, representatives and assigns of each of the parties
hereto.
4. Capitalized Terms. All capitalized terms used herein shall
unless otherwise specifically defined herein, shall have the meanings ascribed
to such terms in the Escrow Agreement.
2
IN WITNESS WHEREOF, and intending to be legally bound hereby,
each of the undersigned has exectuted and delivered this Joinder To Escrow
Agreement as of the date first above written.
/s/ Haven Brock Kolls, Jr.
-----------------------------
HAVEN BROCK KOLLS, JR.
/s/ Barry Slawter
-----------------------------
BARRY SLAWTER
/s/ Henry duPont Smith
-----------------------------
HENRY B. duPONT SMITH
3
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