AGREEMENT FOR THE SALE OF ASSETS
BY AND BETWEEN
DIGITAL DESCRIPTOR SYSTEMS, INC.
THIS AGREEMENT is executed as of this ___ day of January, 1996, by and among VISATEX
CORPORATION, a California corporation (the "Company") and DIGITAL DESCRIPTOR SYSTEMS, INC.,
a Delaware corporation ("Purchaser").
R E C I T A L S
(c) The Company develops, licenses, distributes and maintains computer software for facial identification,
classification, storage and crime analysis for use by law enforcement agencies (the "Business"); and
(d) Purchaser desires to acquire all of the assets of the Business from the Company.
THEREFORE, in consideration of the mutual agreements, covenants and provisions contained herein, Purchaser
and the Company hereby mutually agree to the terms and conditions which follow.
A G R E E M E N T
SALE OF ASSETS
1.1 Assets. Subject to the terms and conditions of this Agreement, Purchaser hereby agrees to purchase from the
Company, and the Company hereby agrees to sell, assign, transfer, convey and deliver to Purchaser, as of
January 1, 1996, all of the property, assets, interests and rights owned by the Company as of the Closing in the
Business (in each case, free and clear of all liens, claims, security interests and encumbrances whatsoever)
including, without limitation, the following:
(a) all of the Company's intangible rights and properties, all trademarks and service marks, trademark and service
mark registrations and trademark and service mark applications, trade names, assumed names, service names,
copyrights, copyright registrations, patents and patent applications, patent, copyright and trademark licenses,
franchises and all other licenses, trade secrets, computer programs and software, however stored, including but
not limited to software routines, tools, source code, object code, algorithms, build procedures, and related
documentation, inventions, discoveries and improvements, shop rights and know-how owned