This Agreement, together with the other writings and arrangements referred to in this Agreement or provided in accordance with this Agreement, contain the parties` full understanding of the subject matter of the Contract and supersede all prior agreements and understandings between the Parties in this regard, including, but not limited to, common share purchase agreements and specific registration fee agreements; that were concluded by buyers on or around October 16. 2003 (together the “old agreements”. Previous agreements shall be terminated and replaced in their entirety by this Agreement and by the relevant registration fee agreement, and all claims arising out of or in respect of them shall be released and released. 1. Sale of inventory. Subject to the terms of this Agreement, the Company will issue and sell to the Buyer on the Date of Purchase (as defined below) and the Purchaser agrees to purchase shares of the Company`s common shares (the “Shares”) sold by the Company at a purchase price of $Purchase price per share at a total purchase price of $Total purchase price. The term “shares” means the acquired shares and all securities received in replacement of or in combination with the shares on the basis of dividends or share splits, all securities that will be obtained in replacement of the shares in the event of recapitalization, merger, reorganization, exchange or otherwise, as well as all new securities, replaced or additional or other features; to which the buyer is entitled by reason of the buyer`s ownership of the shares. This agreement allows the founders to document their initial ownership of the company, including the usual transfer restrictions and any steadfast provisions regarding their shares. Annex A: Separate transfer of the certificateDeclaration B: Confirmation and declaration of the decision concerning section 83 (b) Election Exhibition C: ELECTION IN ACCORDANCE WITH SECTION 83 (B) OF THE INTERNAL CODE REVENUE OF 1986 Appendix D: Contract of technological transfer, contract of sale. Show more ReceivedInscexe: acknowledgment of receipt of shares (issuer), acknowledgment of receipt of shares and consent form This document is part of the start-up Forms Library of the Orrick Emerging Companies group, which can be found under: www.orrick.com/practices/corporate/emerg. . . .