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EX-99.1 - ESCROW AGREEMENT - XFormity Technologies, Inc. | escrowagmtexecutioncopy.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A-1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 1, 2012
XFORMITY TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in its Charter)
Colorado | 0-23391 | 84-1434313 |
(State or other jurisdiction | Commission File | (I.R.S. Employer Identification number) |
4100 Spring Valley Road, Suite 800. Dallas, Texas 75244
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (972) 661-1200
___________________________________________________
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
___ | Written communications pursuant to Rule 425 under the Securities Act |
___ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
___ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
___ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
ITEM 1.01 | ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT |
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As previously reported, effective August 1, 2012, XFormity, Inc., a Texas corporation (XFormity or Seller), the wholly-owned subsidiary of XFormity Technologies, Inc., a Colorado corporation (the Company) executed an Asset Purchase Agreement dated effective August 1, 2012 (Sale Agreement) pursuant to which XFormity agreed to transfer, sell and assign to Altametrics XFormity, LLC, a Delaware limited liability company (Altametrics or Buyer) substantially all of the assets used in the conduct of the Business of XFormity (the Asset Sale).
One condition of the Asset Sale was the execution of an Escrow Agreement and the funding of that escrow in the amount of $650,000. The Escrow Agreement has now been executed and funded.
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ITEM 9.01
EXHIBITS
99.1
Asset Purchase and Sale Agreement dated effective August 1, 2012.*
99.2
Escrow Agreement
99.3
License Agreement*
99.4
Management Agreement*
* Previously filed.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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| XFormity Technologies, Inc.(Registrant) | |
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| Dated: August 30, 2012 |
| ___/s/ Chris Ball___ |
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