Warren's Forms of Agreements by Fern, Martin D. -- Read -- Imperial Library of Trantor

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Title Page Copyright Volume 1 Table of Contents Preface

PART I. INTRODUCTORY

CHAPTER 1 — General Drafting Considerations

§ 1.1. General Commentary

1.1.01 Introduction 1.1.02 Parties and Date 1.1.03 Parts of an Agreement 1.1.04 Recitals

[1] Placement of Recitals [2] Evidentiary Effect of Recitals [3] Common Recitals and Their Uses

[a] Parties’ Status [b] Purpose of Agreement [c] Authority and Capacity [d] Representation by Counsel [e] Property Ownership [f] Brokers and Finders [g] Arm’s-Length Negotiation [h] Audit and Investigation [i] Confidentiality [j] Recitals of Facts [k] Consideration [l] Prior Agreements [m] Effect of Agreement [n] Location of Signing and Performance [o] Common Recital Drafting Problems

1.1.05 Representations and Warranties 1.1.06 Covenants and Agreements 1.1.07 Boilerplate and Signatures

[1] Boilerplate [2] Signatures and Seals [3] Electronic and Digital Signatures [4] Delivery [5] Notarization and Witnesses to Signatures

PART II. ORGANIZATION OF FIRM

CHAPTER 2 — Limited Liability Companies

§ 2.1. GENERAL COMMENTARY

2.1.01 Background and Overview

[1] What is an LLC? [2] Advantages of an LLC

2.1.02 Business Law Aspects

[1] Limited Liability [2] Control Over Management of the Business [3] Finance and Management Structure

2.1.03 Formation, Documentation and Operations

[1] Comparison with Other Entities

[a] C Corporation. [b] S Corporation. [c] General Partnership. [d] Limited Partnership. [e] LLCs Well Suited for Certain Businesses.

2.1.04 Drafting, Structural and Operational Issues

[1] Basic Requirements

[a] Filing Articles of Organization. [b] Operating Agreement. [c] Number of Members. [d] Capital Structure. [e] Contributions of Members.

[2] Allocations and Distributions

[a] Generally. [b] Limitation on Distributions to Members.

[3] Withdrawal or Resignation or Disassociation of a Member [4] Dissolution Triggers and Effects of Dissolution

[a] Dissolution Triggers. [b] Business Consequences of Dissolution. [c] Tax Consequences Upon Liquidation after Dissolution.

[5] Management [6] Voting Rights and Classes of Membership

[a] Classes of Membership. [b] Voting Basis for Members.

[7] Fiduciary Duties and Liabilities of Members and Managers [8] Unalterable Statutory Rights and Obligations

2.1.05 Formation and Conversion Strategies and Tax Effects

[1] What Can Be Converted to an LLC? [2] How Do You Convert to an LLC?

[a] Statutory Conversion. [b] Direct Contribution of Assets. [c] Liquidation of Entity Followed by Contribution of Assets by Owners. [d] Contribution of Ownership Interests. [e] Statutory Merger.

[3] Tax Consequences of Various Conversion Methods [4] State Law Consequences of Various Conversion Methods

[a] Statutory Conversion. [b] Direct Contribution of Assets. [c] Liquidation of Entity Followed by Contribution of Assets by Owners. [d] Contribution of Ownership Interests. [e] Merger of Other Entity into LLC.

2.1.06 Federal and State Securities Laws Issues

[1] Federal [2] State

§ 2.2. LIMITED LIABILITY COMPANIES: COMPLETE FORMS

CHAPTER 3 — The Corporation

§ 3.1. General Commentary

3.1.01 Pre-Incorporation Agreements 3.1.02 Incorporation of a Going Business 3.1.03 Formation of the Corporation

§ 3.2. Tax Consequences

3.2.01 Basic Tax Treatment of Entity and Owners of a Corporation 3.2.02 Contribution of Property to a Corporation

[1] Introduction [2] General Rules [3] The Property Requirement [4] The “Solely for Stock” Requirement [5] The “Control” Requirement [6] Stock Exchanged for Services [7] Receipt of Other Property by Transferor [8] Basis to the Transferor

3.2.03 Taxation of Corporate Operations and Distributions of Earnings

[1] General Rules [2] Distribution of Appreciated Property

3.2.04 Corporate Liquidations 3.2.05 Corporate Reorganizations

[1] Purpose of the Reorganization Provisions [2] The Three Types of Tax-Free Reorganizations [3] Hybrid Types of Reorganizations

§ 3.3. Organizational Materials: Complete Forms

Form No. 3.3.01. Certificate of Organizer of Corporation Form No. 3.3.02. Organizational Action Of Directors (Delaware) Form No. 3.3.03. Organizational Action Of Directors (Delaware) (Alternate Form) Form No. 3.3.04. Organizational Action Of Directors (California) Form No. 3.3.05. Organizational Action Of Directors (Nevada)

§ 3.4. Stock Subscription Agreements: Complete Forms

Form No. 3.4.01. Agreement to Subscribe for Stock (Letter Form) Form No. 3.4.02. Stock Purchase Agreement for Corporation’s Founder Form No. 3.4.03. Agreement By Corporation’s Founder to Contribute Property for Stock Form No. 3.4.04. Subscription Agreement For Accredited Investors Form No. 3.4.05. Stock Subscription Agreement Form No. 3.4.06. Stock Subscription Agreement (Alternate Form) Form No. 3.4.07. Agreement for Purchase of Newly Issued Shares from Public Corporation Form No. 3.4.08. Agreement to Purchase Newly Issued Preferred Shares from Corporation Form No. 3.4.09. Agreement to Purchase Newly Issued Preferred Shares from Corporation (Alternate Form) Form No. 3.4.10. Stock Purchase Subscription Form No. 3.4.11. Purchaser Questionnaire Form No. 3.4.12. Acknowledgement Of Receipt for Consideration for Purchase of Stock Form No. 3.4.13. Stock Investor Representation Letter

§ 3.5. Certificates of Incorporation: Complete Forms

Form No. 3.5.01. Certificate of Incorporation (Delaware) Form No. 3.5.02. Certificate of Incorporation (Delaware) (Alternate Form) Form No. 3.5.03. Articles of Incorporation (California) Form No. 3.5.04. Certificate of Preferred Stock Designations (Cumulative Non-Voting Preferred) (Delaware) Form No. 3.5.05. Certificate of Preferred Stock Designations (Cumulative Voting Preferred) (Delaware)

§ 3.6. Bylaws for Corporation: Complete Forms

Form No. 3.6.01. Bylaws for a Delaware Corporation Form No. 3.6.02. Bylaws for a Delaware Corporation (Alternate Form) Form No. 3.6.03. Bylaws for a California Corporation

§ 3.7. Corporate Governance: Complete Forms

Form No. 3.7.01. Directors Action to Establish Bank Accounts Form No. 3.7.02. Agreement to Indemnify Director Form No. 3.7.03. Agreement to Indemnify Director (Alternate Form) Form No. 3.7.04. Waiver of Notice of Directors Meeting Form No. 3.7.05. Directors Minutes Approving Loan Form No. 3.7.06. Directors Action Authorizing Issuance of Stock Form No. 3.7.07. Notice of Annual or Special Meeting of Shareholders Of California Corporation Form No. 3.7.08. Notice of Annual Meeting of Shareholders of Delaware Corporation Form No. 3.7.09. Notice of Annual Meeting (General Form) Form No. 3.7.10. CERTIFICATE AS TO MAILING OF NOTICE OF SPECIAL SHAREHOLDERS’ MEETING Form No. 3.7.11. Affidavit With Respect to List of Shareholders

§ 3.8. Shares and Shareholders: Complete Forms

Form No. 3.8.01. Agreement Among Shareholders for Co-Sale and Right of First Offer on Sale of Shares Form No. 3.8.02. Stock Restriction Agreement Between Issuing Corporation and Shareholder Form No. 3.8.03. Agreement Among Shareholders Form No. 3.8.04. Shareholders’ Agreement Form No. 3.8.05. Affidavit of Lost Stock Certificate Form No. 3.8.06. Shareholder Voting Trust Agreement Form No. 3.8.07. Ballot—Non-Cumulative Voting Form No. 3.8.08. Authorization to Vote Shares Form No. 3.8.09. Stock Proxy Form No. 3.8.10. Stock Proxy (Alternate Form) Form No. 3.8.11. Investors’ Rights Agreement Form No. 3.8.12. Investor Rights Agreement (Alternate Form) Form No. 3.8.13. Board Observation Rights Agreement Form No. 3.8.14. Agreement to Register Shares Form No. 3.8.15. Agreement to Register Shares (Alternate Form)

§ 3.9. Dissolution of Corporation: Complete Forms

Form No. 3.9.01. Document Set for Dissolution of Corporation (Delaware) Form No. 3.9.02. Document Set for Dissolution of Corporation (California) Form No. 3.9.03. Plan of Complete Liquidation of Corporation Form No. 3.9.04. Plan of Complete Liquidation of Corporation (Alternate Form)

CHAPTER 4 — S Corporations

§ 4.1. General Commentary

4.1.01 Introduction 4.1.02 Requirements

[1] Small Business Corporation [2] Domestic Corporation [3] Maximum of 100 Shareholders [4] Qualified Shareholders [5] One Class of Stock [6] Shareholder Loans [7] Limits on Passive Investment Income [8] Subsidiaries

4.1.03 Election, Revocation and Termination

[1] Election [2] Revocation [3] Termination

§ 4.2. “S” CORPORATIONS: COMPLETE FORMS

Form 4.2.01. SMALL BUSINESS CORPORATION ELECTION TO BE TREATED AS AN S CORPORATION (IRS FORM 2553) Form 4.2.02. REQUEST FOR IRS CONSENT TO S ELECTION WITHIN FIVE YEARS OF PRIOR TERMINATION Form 4.2.03. STATEMENT OF REVOCATION OF ELECTION Form 4.2.04. RESOLUTIONS ADOPTING S STATUS Form 4.2.05. ACQUISITION AGREEMENT REPRESENTATIONS OF SELLER CONCERNING S CORPORATION STATUS Form 4.2.06. ACQUISITION AGREEMENT INDEMNITY FOR FAILURE TO MAINTAIN S CORPORATION STATUS Form 4.2.07. PROVISIONS FOR SHAREHOLDERS’ AGREEMENT OF AN S CORPORATION

CHAPTER 5 — General Partnerships

§ 5.1. General Commentary

5.1.01 Partnership Defined 5.1.02 Partnership Property 5.1.03 Partner is Agent of Partnership 5.1.04 Statement of Partnership Authority 5.1.05 Partnership Liable for Partner’s Actionable Conduct 5.1.06 Partner’s Liability 5.1.07 Actions by and Against the Partnership and Partners 5.1.08 Partner’s Rights and Duties 5.1.09 Standards of Partner’s Conduct 5.1.10 Dissolution Of The Partnership 5.1.11 Limited Partnership and Limited Liability Company Compared

§ 5.2. Tax Consequences of General Partnerships

5.2.01 Partnership Income Taxed to Partners 5.2.02 Taxable Year of Partnership 5.2.03 Contribution of Property To Partnership 5.2.04 Partnership Distributions 5.2.05 Transfer of a Partnership Interest

§ 5.3. General Partnerships: Complete Forms

Form 5.3.01. General Partnership Agreement (Simple Form) Form 5.3.02. General Partnership Agreement (Basic Form) Form 5.3.03. General Partnership Agreement (With Managing Partner) Form 5.3.04. General Partnership Agreement to Acquire, Develop and Exploit Real Property Project (With Provision for Managing Partner) Form 5.3.05. General Partnership Agreement (Real Estate Investments) Form 5.3.06. Agreement for General Partnership for Real Estate Investments (California) Form 5.3.07. Joint Venture in General Partnership Form Form 5.3.08. Agreement to Retire Partnership Interest Form 5.3.09. Partnership Interest Security Agreement Form 5.3.10. Agreement Admitting New General Partner Form 5.3.11. Assignment of General Partnership Interest

§ 5.4. General Partnerships: Specific Clauses (Organization and Purpose)

Form 5.4.01. Provision for Organization of Law Partnership Form 5.4.02. Provision for Organization of Accountancy Partnership Form 5.4.03. Provision for Organization of Investment Partnership Form 5.4.04. Provision for Organization of Manufacturing Partnership Form 5.4.05. Provision for Organization of Partnership to Engage in Business Previously Conducted by Corporation Form 5.4.06. Provision for Amendment of Existing Partnerships

§ 5.5. General Partnerships: Specific Clauses (Name of Partnership)

Form 5.5.01. Provision for Name of Law Partnership Form 5.5.02. Provision for Right to Continue Use of Firm Name Form 5.5.03. Provision for Use of Partnership Name in Case Business is Sold Form 5.5.04. Provision for Filing Fictitious Business Name Statement

§ 5.6. General Partnerships: Specific Clauses (Duration of Partnership)

Form 5.6.01. Indefinite Duration Form 5.6.02. Provision for Continuance of Partnership Until the Death of Partner Form 5.6.03. Provision for Continuance of Partnership Until Terminated by Notice Form 5.6.04. Provision in Partnership Contract for Continuance from Year to Year Unless Terminated Form 5.6.05. Provision for Continuance of Partnership Beyond Stated Term Form 5.6.06. Provision for Extension of Term of Partnership Upon Agreement of Majority of Partnership Form 5.6.07. Provision for Termination Upon Written Notice at Specified Yearly Date

§ 5.7. General Partnerships: Specific Clauses (Contributions to Capital)

Form 5.7.01. Capital to Consist of Cash and Property—Enumerated in Columnar Form Form 5.7.02. Capital Contribution in Proportion to Share of Partnership Profits and Losses Form 5.7.03. Additional Contributions Form 5.7.04. Capital Accounts Form 5.7.05. One Partner to Contribute Assets of Business and the Other to Contribute Money Form 5.7.06. Provision to Fix Amount of Capital to be Contributed; Additional Amounts to be Regarded as Loans Form 5.7.07. Provision for Capital to be Contributed in Installments Form 5.7.08. Provision for Increase of Partnership Capital Form 5.7.09. Provision for Additional Capital Contributions to Come from Profits Form 5.7.10. Provision Requiring No Additional Contributions to Capital Form 5.7.11. Provision Prohibiting Withdrawal of Capital Form 5.7.12. Provision for No Interest on Capital Contributions Form 5.7.13. Provision for Loans to Partnership Form 5.7.14. Provision for Paying Interest on Capital Contributions Form 5.7.15. Provision for Payment of Interest on Amount Contributed by One Partner

§ 5.8. General Partnerships: Specific Clauses (Profits and Losses)

Form 5.8.01. Profits and Losses to be Shared Equally Form 5.8.02. Allocation of Profits and Losses Enumerated in Columnar Form Form 5.8.03. Allocation of Profits and Losses in Proportion to Capital Account

§ 5.9. General Partnerships: Specific Clauses (Management of Partnership Affairs)

Form 5.9.01. Preparation of Annual Budget Form 5.9.02. All Partners to Participate in Managing Partnership Form 5.9.03. Provision Limiting Power of a Partner to Incur Liabilities On Behalf of the Partnership Form 5.9.04. Provision Prohibiting Certain Acts by Partners Form 5.9.05. Appointment of Managing Partner of Partnership Form 5.9.06. Meetings of Partners Form 5.9.07. Provision for Active and Silent Partner Form 5.9.08. Provision for Payment of Salary to One Partner Form 5.9.09. Provision that neither Partner shall Receive Salary Form 5.9.10. Provision for Conduct of Business by Majority of Partners Form 5.9.11. Provision Requiring Unanimous Approval of Partnership Acts Form 5.9.12. Provision Requiring All Partners to be Consulted On Change of Policy Form 5.9.13. Partner Not to Release Debts Form 5.9.14. Provision Specifying Duties of Partners Form 5.9.15. Duties of Partner with Provision for Damages for Breach Form 5.9.16. Provision Requiring Checks and Contracts to be Signed by Two Out of Three Partners Form 5.9.17. Provision that Money be Deposited in Bank and Checks Signed by All Parties Form 5.9.18. Provision Limiting the Assumption of Personal Obligations by Partner Form 5.9.19. Provision for Furnishing of Bond by Each Partner Form 5.9.20. Provision for Bonding of Employees Handling Money Form 5.9.21. Provision for Loan to Partners Form 5.9.22. Provision for Partner Not to Pledge Partnership Credit Form 5.9.23. Provision for Partners to Pay Personal Debts Form 5.9.24. Provision Permitting Partners to Engage in Other Businesses

§ 5.10. General Partnerships: Specific Clauses (Accounting)

Form 5.10.01. Provision for Method of Accounting Form 5.10.02. Provision for Maintenance of Books Form 5.10.03. Annual Accounting to be Furnished to Parties Form 5.10.04. Provision for Maintenance of Partners’ Income and Capital Account Form 5.10.05. Provision for Drawing Account Form 5.10.06. Provision Requiring Books to be Kept by One Partner and Statement Rendered to Others Form 5.10.07. Provision for Audit of Books Form 5.10.08. Provision for Inspection of Books Form 5.10.09. Provision for Maintenance of Income Accounts Form 5.10.10. Provision for Distributions to Partners Form 5.10.11. Provision for Fiscal Year Form 5.10.12. Provision for Maintenance of Capital Accounts Form 5.10.13. Provision for Annual Financial Statements Form 5.10.14. Provision for Annual Partnership Valuation

§ 5.11. General Partnerships: Specific Clauses (Action Taken By Individual Partner)

Form 5.11.01. Provision for Partners’ Vacations Form 5.11.02. Provision for Reimbursement of Expenses Form 5.11.03. Expenses Form 5.11.04. Provision that Partner shall Not be Interested in Competing Business Form 5.11.05. Provision that Partner shall not Engage in any Other Business Form 5.11.06. Right to Engage in Other Business after Transfer of Interest

§ 5.12. General Partnerships: Specific Clauses (Admission of New Partners)

Form 5.12.01. Agreement of all Partners

§ 5.13. General Partnerships: Specific Clauses (Transfer of Partnership Interest)

Form 5.13.01. Provision for Right of First Refusal in Favor of Other Partners Upon Proposed Sale of a Partner’s Interest in Partnership Form 5.13.02. Provision for Right of Partner to Sell his Interest in Partnership Form 5.13.03. Partner Prohibited from Selling Interest Form 5.13.04. Provision for Interest not to be Assigned, Mortgaged or Sold Form 5.13.05. Provision Permitting Assignment of Partnership Interest to Trust Form 5.13.06. Provision Restricting Transfer of Partnership Interest

§ 5.14. General Partnerships: Specific Clauses (Death, Disability and Retirement)

Form 5.14.01. Provision for Life Insurance on Lives of Partners Form 5.14.02. Provision for Purchase by Survivor at Book Value in Case of Death of Partner Form 5.14.03. Provision for Purchase by Survivor for Actual Sum Contributed by Decedent in Case of Death Of Partner Form 5.14.04. Provision for Payment by Continuing Partnership to Decedent Partner’s Estate of Capital and Income Form 5.14.05. Provision for Disability of Partner Form 5.14.06. Provision for Continuance of Partnership after Death of Partner Form 5.14.07. Provision for Purchase of Business by Survivor in Case of Death of Partner, Purchase Price to be Arbitrated if Necessary Form 5.14.08. Provision for Retirement of Partner Form 5.14.09. Provision for Withdrawal of Partner Due to Illness Form 5.14.10. Provision for Assumption of Withdrawing Partner’s Partnership Obligation Form 5.14.11. Provision for Insurance on Life of Partners Form 5.14.12. Provision for Purchase of Deceased Partner’s Interest Form 5.14.13. Provision Requiring Partners to Include Instructions to Executor in Will Form 5.14.14. Provision for Assumption of Deceased Partner’s Obligations in Partnership Form 5.14.15. Estate of Deceased Partner to Continue to Receive Share of Profits and Losses Form 5.14.16. Provision for Expulsion of Partner Form 5.14.17. Purchase of Withdrawing Partner’s Interest Form 5.14.18. Purchase of Existing Partner’s Interest Form 5.14.19. Purchase of Withdrawing Partner’s Interest—for a Note

§ 5.15. General Partnerships: Specific Clauses (Dissolution and Termination Of Partnership)

Form 5.15.01. No Dissolution Upon Death or Withdrawal Form 5.15.02. Dissolution Upon Demand of any Two Partners Form 5.15.03. Dissolution Upon Demand of Majority in Interest of Partners Form 5.15.04. Agreement to Buy Out Interest of Retiring Partner Form 5.15.05. Provision for Business to be Incorporated on Death of Partner Form 5.15.06. Option of Named Partner to Retire at any Time During the Continuance of Agreement Form 5.15.07. Dissolution Upon Death Or Withdrawal of a Partner Form 5.15.08. Distribution of Assets Upon Dissolution Form 5.15.09. Provision for Right to Continue Business Upon Termination of the Partnership Form 5.15.10. Provision Regarding Liquidation of Partnership Form 5.15.11. Provision for Liquidation of Business on Dissolution of Partnership Form 5.15.12. Provision for Repayment of Contribution to Partner in Case of Termination or Death

§ 5.16. General Partnerships: Specific Clauses (Miscellaneous Provisions)

Form 5.16.01. Provision for Arbitration of Controversy Form 5.16.02. Provision for Arbitration Barring Action for Dissolution Prior to Expiration of Partnership Form 5.16.03. Provision for Appointment of Arbitrators by Court in Event Parties Refuse Form 5.16.04. Provision that Trade Secrets Not be Divulged

CHAPTER 6 — Limited Partnerships

§ 6.1. General Commentary

6.1.01 Basic Characteristics 6.1.02 Use of Limited Partnerships

§ 6.2. Tax Consequences Of Limited Partnerships § 6.3. Limited Partnership Agreements: Complete Forms

CHAPTER 7 — Joint Ventures

§ 7.1. General Commentary § 7.2. [Reserved] § 7.3. Comprehensive Joint Venture Agreement: Complete Forms

Form 7.3.01. Letter of Intent for Joint Venture (LLC) (Quarry Project) Form 7.3.02. Joint Venture Agreement for Submitting a Proposal Form 7.3.03. Limited Liability Agreement to Develop a Shopping Center Form 7.3.04. Internet Joint Venture Agreement (No Separate Entity Formed) Form 7.3.05. Joint Venture Agreement for Development of Invention Form 7.3.06. Joint Venture Agreement for Development of Technology and Facilities

§ 7.4. Joint Ventures: Specific Clauses

Form 7.4.01. Purpose of Venture (Specific) Form 7.4.02. Purpose of Venture (Specific – Respond to RFP) Form 7.4.03. Purpose of Venture (Specific–Acquire and Manage Property) Form 7.4.04. Purpose of Venture (General) Form 7.4.05. Principal Place of Business of Venture (Specific) Form 7.4.06. Principal Place of Business of Venture (Specific) (Alternate Form) Form 7.4.07. Term of Venture Form 7.4.08. Definitions of Certain Terms Form 7.4.09. Additional Definitions of Certain Terms (Real Estate Joint Venture) Form 7.4.10. Additional Capital Contributions Form 7.4.11. No Additional Capital Contributions Required Form 7.4.12. Failure to Make Agreed Contributions Form 7.4.13. Loans to the Joint Venture Form 7.4.14. Loans to the Joint Venture (Alternate Form) Form 7.4.15. Duties of Managing Board Form 7.4.16. Allocation of Income and Losses; Distribution Form 7.4.17. Managing Venturer Form 7.4.18. Expenses Form 7.4.19. Restrictions on Transfer Form 7.4.20. Reciprocal Right to Purchase Interests of a Venturer Form 7.4.21. Allocations and Distributions in the Event of Capital Contribution Made Upon Default Form 7.4.22. Withdrawal by Joint Venturer Prohibited Form 7.4.23. Withdrawal by Joint Venturer Permitted Form 7.4.24. Death of Venturer (Termination of Venture) Form 7.4.25. Death of Venturer (No Termination of Venture) Form 7.4.26. Liquidation of Venture Form 7.4.27. Termination of the Venture Form 7.4.28. Transfer of Interest

CHAPTER 7A — Raising Capital

§ 7A.1. GENERAL COMMENTARY [RESERVED] § 7A.2. RAISING CAPITAL: COMPLETE FORMS

Form No. 7A.2.01. PRIVATE PLACEMENT MEMORANDUM Form No. 7A.2.02. COMMON SHARES SUBSCRIPTION AGREEMENT Form No. 7A.2.03. INTERNET COMPANY STOCK SUBSCRIPTION AGREEMENT FOR INSTITUTIONAL INVESTORS Form No. 7A.2.04. INVESTOR’S RIGHTS AGREEMENT FOR START-UP INTERNET COMPANY Form No. 7A.2.05. INVESTOR’S RIGHTS AGREEMENT Form No. 7A.2.06. PREFERRED SHARES SUBSCRIPTION AGREEMENT Form No. 7A.2.07. OPTION AGREEMENT FOR SHARES OF TECHNOLOGY COMPANY

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