Common use of California Corporate Securities Law Clause in Contracts

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] The parties have executed this Common Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] By: (Signature) Name: Title: Address: ____________________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] The parties have executed this Common Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] By: (Signature) Name: Title: Address: ____________________ __________ ______ United States PURCHASER: (Print NamePRINT NAME) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable) EXHIBIT A STOCK POWER FOR VALUE RECEIVED, the undersigned (“Holder”), hereby sells, assigns and transfers unto (“Transferee”) shares of the Common Stock of [Company Name], a Delaware corporation (the “Company”), standing in Holder’s name on the Company’s books as Certificate No. CS- whether held in certificated or uncertificated form, and does hereby irrevocably constitute and appoint to transfer said stock on the books of the Company with full power of substitution in the premises. Date: HOLDER: (PRINT NAME) By: (Signature) Name: Title: Address: Email: This Stock Power may only be used as authorized by the Common Stock Purchase Agreement between the Holder and the Company, dated and the exhibits thereto. The election should be filed by mailing a signed election form by certified mail, return receipt requested to the IRS Service Center where you file your tax returns. See xxx.xxx.xxx.

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] . The parties have executed this Common Exercise Notice and Restricted Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] By: (Signature) Name: Title: Address: ____________________ __________ ______ United States PURCHASER: (Print Name) By: «Optionee» (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”)«Optionee», have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be irrevocably bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be by similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)«Optionee»

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT NOTE HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SUCH SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO SUCH QUALIFICATION OR IN THE ABSENCE OF AN EXEMPTION FROM SUCH QUALIFICATION IS UNLAWFUL. PRIOR TO ACCEPTANCE OF SUCH CONSIDERATION BY THE COMPANY, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT NOTE ARE EXPRESSLY CONDITIONED UPON THE SUCH QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] OBTAINED OR AN EXEMPTION FROM SUCH QUALIFICATION BEING AVAILABLE. The parties have executed this Common Stock Purchase Agreement SENIOR SECURED BRIDGE PROMISSORY NOTE as of the date first set forth noted above. [COMPANY NAME] NOCIMED, INC. By: (Signature) Name: Title: AddressThe parties have executed this SENIOR BRIDGE PROMISSORY NOTE as of the date first noted above. HOLDER (if an entity): By:________________________________ Name: ____________________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ E-mail: Address: HOLDER (“Purchaser”if an entity): Name of Xxxxxx: Xxxxxxx X. Xxxxxxxxx Signature: /s/ Xxxxxxx X. Xxxxxxxxx E-mail: xxxxxx00@xxxxx.xxx Address: 0000 Xxxx Xxxxxx Austin, TX 78731 This Questionnaire is being distributed to certain individuals and entities which may be offered the opportunity to purchase secured convertible promissory notes (the "Securities") of NOCIMED, INC., a Delaware corporation (the "Company"). The purpose of this Questionnaire is to assure the Company that all such offers and purchases will meet the standards imposed by the Securities Act of 1933, as amended (the "Act"), have read and hereby approve applicable state securities laws. All answers will be kept confidential. However, by signing this Questionnaire, the foregoing Common Stock Purchase Agreement (undersigned agrees that this information may be provided by the “Agreement”). In consideration of Company to its legal and financial advisors, and the Company’s granting my spouse Company and such advisors may rely on the right to purchase the Shares as information set forth in this Questionnaire for purposes of complying with all applicable securities laws and may present this Questionnaire to such parties as it reasonably deems appropriate if called upon to establish its compliance with such securities laws. The undersigned represents that the Agreement, I hereby agree information contained herein is complete and accurate and will notify the Company of any material change in any of such information prior to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have undersigned's investment in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)Company.

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] The parties have executed this Common Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] By: (Signature) Name: Title: Address: ____________________ __________ ______ United States PURCHASER: (Print NamePRINT NAME) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable) EXHIBIT A STOCK POWER FOR VALUE RECEIVED, the undersigned (“Holder”), hereby sells, assigns and transfers unto (“Transferee”) shares of the Common Stock of [Company Name], a Delaware corporation (the “Company”), standing in Holder’s name on the Company’s books as Certificate No. CS- whether held in certificated or uncertificated form, and does hereby irrevocably constitute and appoint to transfer said stock on the books of the Company with full power of substitution in the premises. Date: HOLDER: (PRINT NAME) By: (Signature) Name: Title: Address: Email: This Stock Power may only be used as authorized by the Restricted Stock Purchase Agreement between the Holder and the Company, dated and the exhibits thereto. The election should be filed by mailing a signed election form by certified mail, return receipt requested to the IRS Service Center where you file your tax returns. See xxx.xxx.xxx.

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] . The parties have executed this Common Restricted Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] CALLED HIGHER STUDIOS, INC. By: (Signature) Name/s/ Xxxxx Xxxxx Xxxxx Xxxxx, CEO 0000 Xxxxx Xxxxx Xing, Franklin TN 37064 ASH GREYSON By: Title: /s/ Ash Greyson Ash Greyson Purchaser Address: FOR VALUE RECEIVED and pursuant to that certain Restricted Stock Purchase Agreement between the undersigned (“Purchaser”) and Called Higher Studios, Inc., a Delaware corporation (the “Company”), dated July 26th, 2019 (the “Agreement”), Purchaser hereby sells, assigns and transfers unto the Company ____________________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve ________) shares of the foregoing Common Stock Purchase Agreement (of the “Agreement”)Company standing in Purchaser’s name on the Company’s books and represented by Certificate No. In consideration _____ or referenced in a notice of issuance and/or held in uncertificated form in the Purchaser’s Name on the books of the Company’s granting my spouse , and does hereby irrevocably constitute and appoint Xxxxx Xxxxx, Corporate Secretary, to transfer said stock on the right books of the Company with full power of substitution in the premises. THIS ASSIGNMENT MAY ONLY BE USED AS AUTHORIZED BY THE AGREEMENT AND THE EXHIBITS THERETO. Dated:_____________________ ASH GREYSON By: /s/ Ash Greyson Ash Greyson Instructions: Please do not fill in any blanks other than the signature line. The purpose of this assignment is to purchase enable the Shares as Company to exercise its repurchase option set forth in the AgreementAgreement without requiring additional signatures on the part of Purchaser. IF YOU WISH TO MAKE A SECTION 83(B) ELECTION, I THE FILING OF SUCH ELECTION IS YOUR RESPONSIBILITY. YOU MUST FILE THIS FORM WITHIN 30 DAYS OF PURCHASING THE SHARES. YOU (AND NOT THE COMPANY, ANY OF ITS AGENTS OR ANY OTHER PERSON) SHALL BE SOLELY RESPONSIBLE FOR FILING SUCH FORM WITH THE IRS, EVEN IF YOU REQUEST THE COMPANY, ITS AGENTS OR ANY OTHER PERSON TO MAKE THIS FILING ON YOUR BEHALF AND EVEN IF THE COMPANY, ANY OF ITS AGENTS OR ANY OTHER PERSON HAVE PREVIOUSLY MADE THIS FILING ON YOUR BEHALF. The undersigned taxpayer (the “Taxpayer”) hereby agree elects, pursuant to be bound irrevocably by Section 83(b) of the Agreement and further agree that any community property or other such interest that I may have Internal Revenue Code, to include in Taxpayer’s gross income, the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver amount of any rights under compensation taxable to Taxpayer in connection with Taxpayer’s receipt of the Agreementproperty described below: 1. The name, address, taxpayer identification number and taxable year of the undersigned are: Name of Taxpayer: Ash Greyson Name of Spouse of Purchaser (if applicable): Address: c/o Taxpayer Identification No. of Taxpayer: See below Taxpayer Identification No. of Spouse (if applicable): See below (if applicable) Taxable Year for which this election is being made: 2019 2. The property which is the subject of this election is: 187,500 shares of the Common B Voting Stock (the “Shares”) of Called Higher Studios, Inc., a Delaware corporation (the “Company”). 3. The date on which the property was transferred is: July 26th, 2019 4. The property is subject to the following restrictions: Repurchase option at cost in favor of the Company upon termination of taxpayer’s employment or consulting relationship. 5. The fair market value of such property at the time of transfer is (determined without regard to any restriction other than a restriction which by its terms will never lapse): $0.00. 6. The amount (if any) paid for such property: $100.00 (paid by cash and/or property having a value at least equivalent to the value of the Shares).

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] The parties have executed this Common Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] LEGION WORKS INC By: (Signature) Name: Xxxx Xxxxxxxxxxx Title: CEO Address: ____________________ __________ ______ United States PURCHASER: Xxxxx Xxxxxxx (Print NamePRINT NAME) By: (Signature) Name: Xxxxx Xxxxxxx Title: Head of Ventures Address: Email: I, ____________________Xxxx Xxxxxxx, spouse of ____________________ Xxxxx Xxxxxxx (“Purchaser”), have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s 's granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.. [Signature Page Follows] The parties have executed this Common Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] FINDMAIL COMMUNICATIONS, INC. By: (Signature) Name: ------------------------------------ Title: --------------------------------- Address: ____________________ __________ ______ United States 961 Xxxxxx Xxxxxx San Francisco, CA 94131 PURCHASER ACKNOWLEDGES AND AGREES THAT THE VESTING OF SHARES PURSUANT TO SECTION 3 HEREOF IS EARNED ONLY BY CONTINUING SERVICE AS AN EMPLOYEE OR CONSULTANT AT THE WILL OF THE COMPANY. PURCHASER FURTHER ACKNOWLEDGES AND AGREES THAT NOTHING IN THIS AGREEMENT SHALL CONFER UPON PURCHASER ANY RIGHT WITH RESPECT TO CONTINUATION OF SUCH EMPLOYMENT OR CONSULTING RELATIONSHIP WITH THE COMPANY, NOR SHALL IT INTERFERE IN ANY WAY WITH PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I'S RIGHT OR THE COMPANY'S RIGHT TO TERMINATE PURCHASER'S EMPLOYMENT OR CONSULTING RELATIONSHIP AT ANY TIME, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”)WITH OR WITHOUT CAUSE. In consideration of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)PURCHASER:

California Corporate Securities Law. THE SALE OF THE SECURITIES ----------------------------------- WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] The . By signing below, the parties have executed hereby agree that this Common Stock Purchase Agreement shall be effective as of the date first set forth above. [COMPANY NAME] KEYTEX CORPORATION By: /s/ Xxxxxxx X. Xxxxxx Title: Chairman PURCHASER: XXXX X. XXXXXXX /s/ Xxxx X. Xxxxxxx (Signature) Name: Title: Address: 0000 Xxxxx Xxxxxxxxxxxx Xxxxx Xxxxx, XX 00000 I, ____________________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”)Xxxx X. Xxxxxxx, have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s 's granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be irrevocably bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. _______________________________ Spouse of Xxxx X. Xxxxxxx SIGNATURE PAGE TO RESTRICTED STOCK PURCHASE AGREEMENT EXHIBIT A --------- ASSIGNMENT SEPARATE FROM CERTIFICATE ------------------------------------ FOR VALUE RECEIVED and pursuant to that certain Restricted Stock Purchase Agreement between the undersigned ("Purchaser") and KeyTex Corporation, --------- effective as of September 1, 1996 (the "Agreement"), Purchaser hereby sells, --------- assigns and transfers unto _________________________________ (________) shares of the Common Stock of KeyTex Corporation, standing in Purchaser's name on the books of said corporation represented by Certificate No. ___ herewith and does hereby irrevocably constitute and appoint ________________________________________________ to transfer said stock on the books of the within-named corporation with full power of substitution in the premises. THIS ASSIGNMENT MAY ONLY BE USED AS AUTHORIZED BY THE AGREEMENT AND THE EXHIBITS THERETO. Dated: ____________, 19__. Signature: __________________________________________ Xxxx X. Xxxxxxx __________________________________________ Spouse of Xxxx X. Xxxxxxx (if applicable) Instruction: Please do not fill in any blanks other than the signature line. The purpose of this assignment is to enable the Company to exercise its repurchase option set forth in the Agreement without requiring additional signatures on the part of Purchaser. ASSIGNMENT SEPARATE FROM CERTIFICATE FOR VALUE RECEIVED and pursuant to that certain Restricted Stock Purchase Agreement between the undersigned ("Purchaser") and KeyTex Corporation, --------- effective as of September 1, 1996 (the "Agreement"), Purchaser hereby sells, --------- assigns and transfers unto _______________________ (________) shares of the Common Stock of KeyTex Corporation, standing in Purchaser's name on the books of said corporation represented by Certificate No. CertificateNo herewith and does hereby irrevocably constitute and appoint ____________________________ to transfer said stock on the books of the within-named corporation with full power of substitution in the premises. THIS ASSIGNMENT MAY ONLY BE USED AS AUTHORIZED BY THE AGREEMENT AND THE EXHIBITS THERETO. Dated: ____________, 199__. Signature: __________________________________________ Xxxx X. Xxxxxxx __________________________________________ Spouse of Xxxx X. Xxxxxxx (if applicable) Instruction: Please do not fill in any blanks other than the signature line. The purpose of this assignment is to enable the Company to exercise its repurchase option set forth in the Agreement without requiring additional signatures on the part of Purchaser. EXHIBIT B --------- ACKNOWLEDGMENT AND STATEMENT OF DECISION ---------------------------------------- REGARDING SECTION 83(B) ELECTION -------------------------------- The undersigned (which term includes the undersigned's spouse), a purchaser of 2,265,052 shares (the "Shares") of Common Stock of KeyTex Corporation, a ------ Delaware corporation (the "Company"), pursuant to a Restricted Stock Purchase ------- Agreement effective as of September 1, 1996 (the "Agreement") hereby states as --------- follows: 1. The undersigned has carefully reviewed the Agreement. 2. The undersigned either [check and complete as applicable]: (a) has consulted, and has been fully advised by, the undersigned's own tax advisor, __________________________, whose business address is _____________________________, regarding the federal, state and local tax consequences of purchasing shares pursuant to the Agreement, and particularly regarding the advisability of making elections pursuant to Section 83(b) of the Internal Revenue Code of 1986, as amended (the "Code") and pursuant to the corresponding provisions, if any, of ---- applicable state law; or (b) has knowingly chosen not to consult such a tax advisor. 3. The undersigned hereby states that the undersigned has decided [check as applicable]: (a) to make an election pursuant to Section 83(b) of the Code, and is submitting to the Company, together with the undersigned's executed Restricted Stock Purchase Agreement, an executed form entitled "Election Under Section 83(b) of the Internal Revenue Code of 1986;" or (b) not to make an election pursuant to Section 83(b) of the Code. 4. Neither the Company nor any subsidiary or representative of the Company has made any warranty or representation to the undersigned with respect to the tax consequences of the undersigned's purchase of shares pursuant to the Agreement or of the making or failure to make an election pursuant to Section 83(b) of the Code or the corresponding provisions, if any, of applicable state law. Date:_______, 199__ ____________________________ Xxxx X. Xxxxxxx Date:_______, 199__ ____________________________ Spouse of Xxxx X. Xxxxxxx 1. The undersigned has carefully reviewed the Agreement. 2. The undersigned either [check and complete as applicable]: (a) has consulted, and has been fully advised by, the undersigned's own tax advisor, __________________________, whose business address is _____________________________, regarding the federal, state and local tax consequences of purchasing shares pursuant to the Agreement, and particularly regarding the advisability of making elections pursuant to Section 83(b) of the Internal Revenue Code of 1986, as amended (the "Code") and pursuant to the corresponding provisions, if any, of ---- applicable state law; or (b) has knowingly chosen not to consult such a tax advisor. 3. The undersigned hereby states that the undersigned has decided [check as applicable]: (a) to make an election pursuant to Section 83(b) of the Code, and is submitting to the Company, together with the undersigned's executed Restricted Stock Purchase Agreement, an executed form entitled "Election Under Section 83(b) of the Internal Revenue Code of 1986;" or (b) not to make an election pursuant to Section 83(b) of the Code. 4. Neither the Company nor any subsidiary or representative of the Company has made any warranty or representation to the undersigned with respect to the tax consequences of the undersigned's purchase of shares pursuant to the Agreement or of the making or failure to make an election pursuant to Section 83(b) of the Code or the corresponding provisions, if any, of applicable state law. Date:_______, 199__ ___________________________ Xxxx X. Xxxxxxx Date:_______, 199__ ___________________________ Spouse of Xxxx X. Xxxxxxx EXHIBIT C --------- ELECTION UNDER SECTION 83(b) ---------------------------- OF THE INTERNAL REVENUE CODE OF 1986 ------------------------------------ The undersigned taxpayer hereby elects, pursuant to Section 83(b) of the Internal Revenue Code, to include in taxpayer's gross income for the current taxable year, the amount of any compensation taxable to taxpayer in connection with taxpayer's receipt of the property described below: 1. The name, address, taxpayer identification number and taxable year of the undersigned are as follows: NAME OF TAXPAYER: Xxxx X. Xxxxxxx NAME OF SPOUSE: ________________ ADDRESS: 0000 Xxxxx Xxxxxxxxxxxx Xxxxx Xxxxx, XX 00000 IDENTIFICATION NO. OF TAXPAYER: _______________ IDENTIFICATION NO. OF SPOUSE: _______________ TAXABLE YEAR: 1996 2. The property with respect to which the election is made is described as follows: 2,265,052 shares of the Common Stock (the "Shares"), $0.001 par value, of ------ KeyTex Corporation, a Delaware corporation (the "Company"). ------- 3. The date on which the property was transferred is: October 31, 1996 4. The property is subject to the following restrictions: Repurchase option at the purchase price of $0.01 per Share in favor of the Company upon termination of taxpayer's employment relationship. 5. The fair market value at the time of transfer, determined without regard to any restriction other than a restriction which by its terms will never lapse, of such property is: $1,000,020.45 6. The amount (if any) paid for such property: $1,000,020.45 The undersigned has submitted a copy of this statement to the person for whom the services were performed in connection with the undersigned's receipt of the above-described property. The transferee of such property is the person performing the services in connection with the transfer of said property. The undersigned understands that the foregoing election may not be revoked -------------------------------------------------------------------------- except with the consent of the Commissioner. ------------------------------------------- Dated: ____________, 1996 ________________________________________ Xxxx X. Xxxxxxx Dated: ____________, 1996 ________________________________________ Spouse of Xxxx X. Xxxxxxx ELECTION UNDER SECTION 83(B) ---------------------------- OF THE INTERNAL REVENUE CODE OF 1986 ------------------------------------ The undersigned taxpayer hereby elects, pursuant to Section 83(b) of the Internal Revenue Code, to include in taxpayer's gross income for the current taxable year, the amount of any compensation taxable to taxpayer in connection with taxpayer's receipt of the property described below: 1. The name, address, taxpayer identification number and taxable year of the undersigned are as follows: NAME OF TAXPAYER: Xxxx X. Xxxxxxx NAME OF SPOUSE: ________________ ADDRESS: 0000 Xxxxx Xxxxxxxxxxxx Xxxxx Xxxxx, XX 00000 IDENTIFICATION NO. OF TAXPAYER: _______________ IDENTIFICATION NO. OF SPOUSE: _______________ TAXABLE YEAR: __________ 2. The property with respect to which the election is made is described as follows: 2,265,052 shares of the Common Stock (the "Shares"), $0.001 par value, of ------ KeyTex Corporation, a Delaware corporation (the "Company"). ------- 3. The date on which the property was transferred is: October 31, 1996 4. The property is subject to the following restrictions: Repurchase option at the purchase price of $0.01 per Share in favor of the Company upon termination of taxpayer's employment relationship. 5. The fair market value at the time of transfer, determined without regard to any restriction other than a restriction which by its terms will never lapse, of such property is: $1,000,020.45 6. The amount (if any) paid for such property: $1,000,020.45

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.. [Signature Page Follows] The parties have executed this Common Stock Purchase Exercise Agreement as of the date first set forth above. [COMPANY NAME] By: Name: Xxxxx Xxxxxxx Title: President & CFO ###EMPLOYEE_NAME### (Signature) Name: Title: Address: ###HOME_ADDRESS_AT_EXERCISE### I, ____________________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”)###EMPLOYEE_NAME###, have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such similar interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser of###EMPLOYEE_NAME### (if applicable) ATTACHMENT A ASSIGNMENT SEPARATE FROM CERTIFICATE FOR VALUE RECEIVED and pursuant to that certain Early Exercise Notice and Restricted Stock Purchase Agreement between the undersigned (“Purchaser”) and Expensify, Inc. (the “Company”) dated ###GRANT_DATE### (the “Agreement”), Purchaser hereby sells, assigns and transfers unto the Company _____________________ (_____) shares of the Common Stock of the Company, standing in Purchaser’s name on the books of the Company and represented by Certificate No. _________, and hereby irrevocably appoints Expensify, Inc. to transfer said stock on the books of the Company with full power of substitution in the premises. THIS ASSIGNMENT MAY ONLY BE USED AS AUTHORIZED BY THE AGREEMENT AND THE ATTACHMENTS THERETO. Dated: Signature: ###EMPLOYEE_NAME### Spouse of ###EMPLOYEE_NAME### (if applicable) Instruction: Please do not fill in any blanks other than the signature line. The purpose of this assignment is to enable the Company to exercise its Repurchase Option set forth in the Agreement without requiring additional signatures on the part of Purchaser. ATTACHMENT B ACKNOWLEDGMENT AND STATEMENT OF DECISION REGARDING SECTION 83(b) ELECTION The undersigned (which term includes the undersigned’s spouse), a purchaser of ____________ shares of Common Stock of Expensify, Inc., a Delaware corporation (the “Company”) by exercise of an option (the “Option”) granted pursuant to the Company’s 2019 Stock Plan (the “Plan”), hereby states as follows: 1. The undersigned acknowledges receipt of a copy of the Plan relating to the offering of such shares. The undersigned has carefully reviewed the Plan and the option agreement pursuant to which the Option was granted. 2. The undersigned either [check and complete as applicable]: (a) has consulted, and has been fully advised by, the undersigned’s own tax advisor, _____________________________________, whose business address is ______________________________, regarding the federal, state and local tax consequences of purchasing shares under the Plan, and particularly regarding the advisability of making elections pursuant to Section 83(b) of the Internal Revenue Code of 1986, as amended (the “Code”) and pursuant to the corresponding provisions, if any, of applicable state law; or (b) has knowingly chosen not to consult such a tax advisor. 3. The undersigned hereby states that the undersigned has decided [check as applicable]: (a) to make an election pursuant to Section 83(b) of the Code, and is submitting to the Company, together with the undersigned’s executed Early Exercise Notice and Restricted Stock Purchase Agreement, an executed form entitled “Election Under Section 83(b) of the Internal Revenue Code of 1986;” or (b) not to make an election pursuant to Section 83(b) of the Code. 4. Neither the Company nor any subsidiary or representative of the Company has made any warranty or representation to the undersigned with respect to the tax consequences of the undersigned’s purchase of shares under the Plan or of the making or failure to make an election pursuant to Section 83(b) of the Code or the corresponding provisions, if any, of applicable state law. Date: ###EMPLOYEE_NAME### Date: Spouse of ###EMPLOYEE_NAME### (if applicable) The undersigned taxpayer hereby elects, pursuant to Section 83(b) of the Internal Revenue Code, to include in taxpayer’s gross income or alternative minimum taxable income, as applicable, for the current taxable year, the amount of any income that may be taxable to taxpayer in connection with taxpayer’s receipt of the property described below: 1. The name, address, taxpayer identification number and taxable year of the undersigned are as follows: NAME OF TAXPAYER: ###EMPLOYEE_NAME### NAME OF SPOUSE: ADDRESS: IDENTIFICATION NO. OF TAXPAYER: IDENTIFICATION NO. OF SPOUSE: TAXABLE YEAR: 2. The property with respect to which the election is made is described as follows: ____________________ shares of the Common Stock of Expensify, Inc., a Delaware corporation (the “Company”). 3. The date on which the property was transferred is: 4. The property is subject to the following restrictions: Repurchase option at cost in favor of the Company upon termination of taxpayer’s employment or consulting relationship. 5. The Fair Market Value at the time of transfer, determined without regard to any restriction other than a restriction which by its terms will never lapse, of such property is: $____________ 6. The amount (if any) paid for such property: $____________

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] The parties have executed this Common Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] LEGION WORKS INC By: (Signature) Name: Xxxx Xxxxxxxxxxx Title: CEO Address: _________0000 Xxxxxxxxx Xxxxxx, Xxxxx 000 Xx Xxxxx, XX 00000 Xxxxxx Xxxxxx Keiran Xxxxxxxx (PRINT NAME) By: Name: Keiran Xxxxxxxx Title: Head of Products Address: Email: I, Xxxxxxxx Xxxxxxxx, spouse of Keiran Xxxxxxxx (“Purchaser”), have read ___________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s 's granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.. [Signature Page Follows] The parties have executed this Common Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] COMPANY: EGROUPS, INC. By: ----------------------------------------- Marjxxxx Xxxxxxx, Xxief Financial Officer Address: 350 Xxxxxxx Xxxxxx San Francisco, CA 94107 PURCHASER: <> -------------------------------------------- (Signature) Name: Title: Address: ____________________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: <> I, ____________________, spouse of ____________________ (“Purchaser”)<>, have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s 's granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such similar interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable).

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] . The parties have executed this Common Restricted Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] By: EQUITY PORTAL INC. E-signed using Clerky (Signature) Name: Title: Address: ____________________ __________ ______ United States PURCHASER: (Print Nameb44d34ae77911a46fb2f41cd2c2087b8) By: Xxxxxxxx Xxxxxx-Xxxxx Xxxxxxxx Xxxxxx-Xxxxx, CEO 000 Xxxx 0xx Xxxxxx, 0X, Xxx Xxxx, XX 00000 XXXXX XXXXXXXX-XXXXX E-signed using Clerky (Signaturebede71ae022fd64a7f379e78c4d227b3) Name: Title: Address: Email: 000 Xxxx 0xx Xxxxxx, 0X, Xxx Xxxx, XX 00000 I, ____________________[[Spouse Name]], spouse of ____________________ Xxxxx Xxxxxxxx-Xxxxx (“Purchaser”), have read and hereby approve the foregoing Common Restricted Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. [[Spouse Signature Block]] FOR VALUE RECEIVED and pursuant to that certain Restricted Stock Purchase Agreement between the undersigned (“Purchaser”) and Equity Portal Inc., a Delaware corporation (the “Company”), dated February 24, 2020 (the “Agreement”), Purchaser hereby sells, assigns and transfers unto the Company ( ) shares of Purchaser the Common Stock of the Company standing in Purchaser’s name on the Company’s books and represented by Certificate No. or referenced in a notice of issuance and/or held in uncertificated form in the Purchaser’s Name on the books of the Company, and does hereby irrevocably constitute and appoint Xxxxxxxx Xxxxxx-Xxxxx, Corporate Secretary, to transfer said stock on the books of the Company with full power of substitution in the premises. THIS ASSIGNMENT MAY ONLY BE USED AS AUTHORIZED BY THE AGREEMENT AND THE EXHIBITS THERETO. Dated: XXXXX XXXXXXXX-XXXXX E-signed using Clerky (bede71ae022fd64a7f379e78c4d227b3) 000 Xxxx 0xx Xxxxxx, 0X, Xxx Xxxx, XX 00000 [[Spouse Signature Block]] IF YOU WISH TO MAKE A SECTION 83(B) ELECTION, THE FILING OF SUCH ELECTION IS YOUR RESPONSIBILITY. YOU (AND NOT THE COMPANY, ANY OF ITS AGENTS OR ANY OTHER PERSON) SHALL BE SOLELY RESPONSIBLE FOR FILING SUCH FORM WITH THE IRS, EVEN IF YOU REQUEST THE COMPANY, ITS AGENTS OR ANY OTHER PERSON TO MAKE THIS FILING ON YOUR BEHALF AND EVEN IF THE COMPANY, ANY OF ITS AGENTS OR ANY OTHER PERSON HAVE PREVIOUSLY MADE THIS FILING ON YOUR BEHALF. The election should be filed by mailing a signed election form by certified mail, return receipt requested to the IRS Service Center where you file your tax returns. See <xxx.xxx.xxx> The undersigned taxpayer (the “Taxpayer”) hereby elects, pursuant to Section 83(b) of the Internal Revenue Code, to include in Taxpayer’s gross income, the amount of any compensation taxable to Taxpayer in connection with Taxpayer’s receipt of the property described below: 1. The name, address, taxpayer identification number and taxable year of the undersigned are: Name of Taxpayer: Xxxxx Xxxxxxxx-Xxxxx Name of Spouse (if applicable): [[Spouse Name]] Address: 000 Xxxx 0xx Xxxxxx, 0X, Xxx Xxxx, XX 00000 Taxpayer Identification No. of Taxpayer: See below Taxpayer Identification No. of Spouse (if applicable): See below (if applicable) Taxable Year for which this election is being made: 2020 2. The property which is the subject of this election is: 0 shares of the Common Stock (the “Shares”) of Equity Portal Inc., a Delaware corporation (the “Company”). 3. The date on which the property was transferred is: February 24, 2020 4. The property is subject to the following restrictions: Repurchase option at cost in favor of the Company upon termination of taxpayer’s employment or consulting relationship. 5. The fair market value of such property at the time of transfer is (determined without regard to any restriction other than a restriction which by its terms will never lapse): $0.00. 6. The amount (if any) paid for such property: $0.00 (paid by cash and/or property having a value at least equivalent to the value of the Shares).

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] The parties have executed this Common Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] ByEXEMPT Submitted by: (Signature) Name: TitlePARTICIPANT Signature By Print Name Address: Address: ____________________ __________ ______ United States PURCHASERAccepted by: CARIBOU BIOSCIENCES, INC. Print Name Title 2000 0xx Xxxxxx, Xxxxx 000 Xxxxxxxx, XX 00000 Date Received PARTICIPANT: COMPANY: CARIBOU BIOSCIENCES, INC. SECURITY: COMMON STOCK AMOUNT: DATE: In connection with the purchase of the above-listed Securities, the undersigned Participant represents to the Company the following: (Print Namea) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration Participant is aware of the Company’s granting my spouse business affairs and financial condition and has acquired sufficient information about the right Company to purchase reach an informed and knowledgeable decision to acquire the Shares Securities. Participant is acquiring these Securities for investment for Participant’s own account only and not with a view to, or for resale in connection with, any “distribution” thereof within the meaning of the Securities Act of 1933, as set forth amended (the “Securities Act”). (b) Participant acknowledges and understands that the Securities constitute “restricted securities” under the Securities Act and have not been registered under the Securities Act in reliance upon a specific exemption therefrom, which exemption depends upon, among other things, the bona fide nature of Participant’s investment intent as expressed herein. In this connection, Participant understands that, in the Agreementview of the Securities and Exchange Commission, I hereby agree the statutory basis for such exemption may be unavailable if Participant’s representation was predicated solely upon a present intention to be bound irrevocably by hold these Securities for the Agreement and further agree that any community property minimum capital gains period specified under tax statutes, for a deferred sale, for or other such interest that I may have until an increase or decrease in the Shares shall hereby market price of the Securities, or for a period of one (1) year or any other fixed period in the future. Participant further understands that the Securities must be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights held indefinitely unless they are subsequently registered under the AgreementSecurities Act or an exemption from such registration is available. Spouse Participant further acknowledges and understands that the Company is under no obligation to register the Securities. Participant understands that the certificate evidencing the Securities shall be imprinted with any legend required under applicable state securities laws. (c) Participant is familiar with the provisions of Purchaser Rule 701 and Rule 144, each promulgated under the Securities Act, which, in substance, permit limited public resale of “restricted securities” acquired, directly or indirectly from the issuer thereof, in a non-public offering subject to the satisfaction of certain conditions. Rule 701 provides that if the issuer qualifies under Rule 701 at the time of the grant of the Option to Participant, the exercise shall be exempt from registration under the Securities Act. In the event the Company becomes subject to the reporting requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, ninety (if applicable)90) days thereafter (or such longer period as any market stand-off agreement may require) the Securities exempt under Rule 701 may be resold, subject to the satisfaction of the applicable conditions specified by Rule 144, including in the case of affiliates (1) the availability of certain public information about the Company, (2) the amount of Securities being sold during any three (3) month period not exceeding specified limitations, (3) the resale being made in an unsolicited “broker’s transaction”, transactions directly with a “market maker” or “riskless principal

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] The parties have executed this Common Restricted Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] By: (Signature) Name: Title: Address: ____________________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve the foregoing Common Restricted Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] . The parties have executed this Common and Founders Preferred Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] BIRD RIDES, INC. By: /s/ Xxxxxx XxxxxxXxxxxx Xxxxxx XxxxxxXxxxxx Chief Executive Officer Address: XXXXXX XXXXXXXXXXXX /s/ Xxxxxx XxxxxxXxxxxx (Signature) Name: Title: Address: ____________________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I, ____________________Xxxxxxxx XxxxxxXxxxxx, spouse of ____________________ Xxxxxx XxxxxxXxxxxx (“Purchaser”), have read and hereby approve the foregoing Common and Founders Preferred Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. /s/ SamanthaVanderZanden Spouse of Purchaser (if applicable) FOR VALUE RECEIVED, the undersigned (“Holder”), hereby sells, assigns and transfers unto (“Transferee”) shares of the Common Stock of Bird Rides, Inc., a Delaware corporation (the “Company”), standing in Holder’s name on the Company’s books as Certificate No. UCS-1 whether held in certificated or uncertificated form, and does hereby irrevocably constitute and appoint to transfer said stock on the books of the Company with full power of substitution in the premises. Dated: HOLDER: XXXXXX XXXXXXXXXXXX /s/ Xxxxxx XxxxxxXxxxxx (Signature) Address: Email: This Stock Power may only be used as authorized by the Common and Founders Preferred Stock Purchase Agreement between the Holder and the Company, dated and the exhibits thereto. Instructions: Please do not fill in any blanks other than the signature line. The purpose of this Stock Power is to enable the Company to exercise its repurchase option set forth in the Agreement without requiring additional signatures on the part of Holder. The election should be filed by mailing a signed election form by certified mail, return receipt requested to the IRS Service Center where you file your tax returns. See xxx.xxx.xxx. The undersigned has entered into a stock purchase agreement with Bird Rides, Inc., a Delaware corporation (the “Company”), pursuant to which the undersigned is purchasing 33,750,000 shares of Common Stock of the Company (the “Shares”). In connection with the purchase of the Shares, the undersigned hereby represents as follows: 1. The undersigned has carefully reviewed the stock purchase agreement pursuant to which the undersigned is purchasing the Shares. 2. The undersigned either [check and complete as applicable]: (a) has consulted, and has been fully advised by, the undersigned’s own tax advisor, , whose business address is , regarding the federal, state and local tax consequences of purchasing the Shares, and particularly regarding the advisability of making elections pursuant to Section 83(b) of the Internal Revenue Code of 1986, as amended (the “Code”) and pursuant to the corresponding provisions, if any, of applicable state law; or (b) x has knowingly chosen not to consult such a tax advisor. 3. The undersigned hereby states that the undersigned has decided [check as applicable]: (a) x to make an election pursuant to Section 83(b) of the Code, and is submitting to the Company, together with the undersigned’s executed stock purchase agreement, an executed form entitled “Election Under Section 83(b) of the Internal Revenue Code of 1986;” or (b) not to make an election pursuant to Section 83(b) of the Code. 4. Neither the Company nor any subsidiary or representative of the Company has made any warranty or representation to the undersigned with respect to the tax consequences of the undersigned’s purchase of the Shares or of the making or failure to make an election pursuant to Section 83(b) of the Code or the corresponding provisions, if any, of applicable state law. Dated: May 10, 2017 PURCHASER: XXXXXX XXXXXXXXXXXX /s/ Xxxxxx XxxxxxXxxxxx (Signature) Address: Email: Spouse of Purchaser (if applicable) The undersigned taxpayer hereby elects, pursuant to Section 83(b) of the Internal Revenue Code, to include in taxpayer’s gross income for the current taxable year, the amount of any compensation taxable to taxpayer in connection with taxpayer’s receipt of the property described below: 1. The name, address, taxpayer identification number and taxable year of the undersigned are as follows: NAME OF TAXPAYER: Xxxxxx XxxxxxXxxxxx NAME OF SPOUSE: ADDRESS: IDENTIFICATION NO. OF TAXPAYER: IDENTIFICATION NO. OF SPOUSE: TAXABLE YEAR: 2017 2. The property with respect to which the election is made is described as follows: 33,750,000 shares of the Common Stock of Bird Rides, Inc., a Delaware corporation (the “Company”). 3. The date on which the property was transferred is: , 2017 4. The property is subject to the following restrictions: Repurchase option at cost in favor of the Company upon termination of taxpayer’s employment or consulting relationship. 5. The fair market value at the time of transfer, determined without regard to any restriction other than a restriction which by its terms will never lapse, of such property is: $33.75. 6. The amount (if any) paid for such property: Paid for with property having a value of $33.75 and equivalent to the value of the Shares. The undersigned has submitted a copy of this statement to the person for whom the services were performed in connection with the undersigned’s receipt of the above-described property. The transferee of such property is the person performing the services in connection with the transfer of said property. The undersigned understands that the foregoing election may not be revoked except with the consent of the Commissioner. Dated: PURCHASER: XXXXXX XXXXXXXXXXXX (Signature) Address: Email: Spouse of Purchaser (if applicable)

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH THAT ----------------------------------- ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SUCH SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR FOR SUCH SECURITIES PRIOR TO THE SUCH QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE SUCH QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] . SECTION V Conditions to Closing --------------------- 5.1 Conditions to the Purchasers' and the Company's Obligations. The parties ----------------------------------------------------------- obligations of a Purchaser to purchase and of the Company to issue and sell the Shares are subject to the fulfillment, on or prior to the Closing, of all of the following conditions, any of which may be waived in whole or in part by mutual agreement of such Purchaser and the Company: (a) The Company shall have executed obtained all consents, permits and waivers necessary or appropriate on the part of the Company for consummation of the transactions contemplated by this Agreement, the Rights Agreement and the Voting Agreement at such Closing. Except for the notices required to be filed after such Closing with certain federal and state securities commissions, which notices the Company will file on a timely basis, the Company shall have obtained all approvals of any federal or state governmental authority or regulatory body that are required on the part of the Company in connection with the lawful sale and issuance of the Shares and the Common Stock Purchase Agreement as issuable upon conversion of the date first set forth above. [COMPANY NAME] By: Shares at such Closing. (Signatureb) Name: Title: Address: ____________________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: IAt such Closing, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration purchase of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Purchasers hereunder shall be legally permitted by all laws and regulations to which the Purchasers or the Company is subject. (c) The Restated Certificate shall have been filed with and accepted by the Secretary of State of the State of Delaware. (d) The Company and the Purchasers shall have entered into the Rights Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Voting Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable).

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SUCH SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO SUCH QUALIFICATION OR IN THE ABSENCE OF AN EXEMPTION FROM SUCH QUALIFICATION IS UNLAWFUL. PRIOR TO ACCEPTANCE OF SUCH CONSIDERATION BY THE COMPANY, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE SUCH QUALIFICATION BEING OBTAINEDOBTAINED OR AN EXEMPTION FROM SUCH QUALIFICATION BEING AVAILABLE.. In Witness Whereof, UNLESS THE SALE IS SO EXEMPT.] The the parties hereto have executed this Common the Series C Preferred Stock Purchase Agreement as of the date first set forth abovein the first paragraph hereof. [COMPANY NAME] By: (/s/ Axxx Xxxxxx Axxx Xxxxxx, Chief Executive Officer Address: 900 Xxxx Xxx. Xxx Xxxx, XX 00000 In Witness Whereof, the parties hereto have executed the Series C Preferred Stock Purchase Agreement as of the date set forth in the first paragraph hereof. Signature) : /s/ Illegible Print Name: Title: Address: ____________________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: IIn Witness Whereof, ____________________, spouse of ____________________ (“Purchaser”), the parties hereto have read and hereby approve executed the foregoing Common Series C Preferred Stock Purchase Agreement (the “Agreement”). In consideration as of the Company’s granting my spouse the right to purchase the Shares as date set forth in the Agreementfirst paragraph hereof. By Levensohn Capital Partners II LLC, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)its General Partner By Levensohn Capital Management, LLC its Managing Member By: /s/Pxxxxx Xxxxxxxxx Pxxxxx Xxxxxxxxx, President By APH Capital Management LLC, its General Partner By Levensohn Capital Management, LLC its Managing Member By: /s/ Pxxxxx Xxxxxxxxx Pxxxxx Xxxxxxxxx, President By Levensohn Capital Management, LLC its General Partner By: /s/ Pxxxxx Xxxxxxxxx Pxxxxx Xxxxxxxxx, President

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.. [Signature Page Follows] The parties have executed this Common Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] SIMPLEX SOLUTIONS, INC. By: /s/ [SIGNATURE ILLEGIBLE] --------------------------------- Title: President & CEO ------------------------------ Address: 521 Almanor Avenue Sunnyxxxx, XX 00000-0000 XXXXXXXXX: LUIS BUHLER /s/ LUIS BXXXXX ------------------------------------ (Signature) Name: Title: Address: ____________________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I21908 Almaden Ave. Cupxxxxxx, XX 00000 X, ____________________, spouse of ____________________ (“Purchaser”), have read xxxxxx xx Xxxx Xxxxxx, xxxx xxad and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration Ix xxxxxxxxxtion of the Company’s 's granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be irrevocably bound irrevocably by the Agreement and further agree that any community property or other such similar interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. N/A ------------------------------------ Spouse of Luis Buhler EXHIBIT A ASSIGNMENT SEPARATE FROM CERTIFICATE FOR VALUE RECEIVED and pursuant to that certain Restricted Stock Purchase Agreement between the undersigned ("Purchaser") and Simplex Solutions, Inc. (the "Company") dated March 30, 1999 (the "Agreement"), Purchaser hereby sells, assigns and transfers unto the Company _____________(_____) shares of the Common Stock of the Company, standing in Purchaser's name on the books of the Company and represented by Certificate No. _________, and does hereby irrevocably constitute and appoint ___________________________ to transfer said stock on the books of the Company with full power of substitution in the premises. THIS ASSIGNMENT MAY ONLY BE USED AS AUTHORIZED BY THE AGREEMENT AND THE EXHIBITS THERETO. Dated: ----------------------------- Signature: /s/ LUIS BUHLER ------------------------------------- Luis Buhler N/A ------------------------------------- Spouse of Luis Buhler (if applicable)) Instruction: Please do not fill in anx xxxxxx xxher than the signature line. The purpose of this assignment is to enable the Company to exercise its repurchase option set forth in the Agreement without requiring additional signatures on the part of Purchaser.

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] . The parties have executed this Common Restricted Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] CALLED HIGHER STUDIOS, INC. By: /s/ Xxxxx Xxxxx Xxxxx Xxxxx, CEO 0000 Xxxxx Xxxxx Xing, Franklin TN 37064 GLOBAL DEVELOPMENT ALPHA, LLC By: /s/ Xxxxx Xxxxx Xxxxx Xxxxx 0000 Xxxxx Xxxxx Xing, Franklin TN 37064 FOR VALUE RECEIVED and pursuant to that certain Restricted Stock Purchase Agreement between the undersigned (Signature“Purchaser”) Name: Title: Address: and Called Higher Studios, Inc., a Delaware corporation (the “Company”), dated July 25, 2019 (the “Agreement”), Purchaser hereby sells, assigns and transfers unto the Company ____________________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve ________) shares of the foregoing Common Stock Purchase Agreement (of the “Agreement”)Company standing in Purchaser’s name on the Company’s books and represented by Certificate No. In consideration _____ or referenced in a notice of issuance and/or held in uncertificated form in the Purchaser’s Name on the books of the Company’s granting my spouse , and does hereby irrevocably constitute and appoint Xxxxx Xxxxx, Corporate Secretary, to transfer said stock on the right to purchase books of the Shares as set forth Company with full power of substitution in the Agreementpremises. THIS ASSIGNMENT MAY ONLY BE USED AS AUTHORIZED BY THE AGREEMENT AND THE EXHIBITS THERETO. Dated: GLOBAL DEVELOPMENT ALPHA, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)LLC By: /s/ Xxxxx Xxxxx Xxxxx Xxxxx 0000 Xxxxx Xxxxx Xing, Franklin TN 37064

California Corporate Securities Law. THE SALE OF THE SECURITIES ----------------------------------- WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.. [Signature Page Follows] The parties have executed this Common Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] XXXXXXX.XXX, INC. By: (Signature) /s/ Xxxxx X. Xxxxx ------------------------- Name: Xxxxx X. Xxxxx Title: President Address: ____________________ __________ ______ United States 000 Xxxxxx Xxx Xxxxxxxxx, XX 00000-0000 PURCHASER ACKNOWLEDGES AND AGREES THAT THE VESTING OF SHARES PURSUANT TO SECTION 3 HEREOF IS EARNED ONLY BY CONTINUING SERVICE AS AN EMPLOYEE OR CONSULTANT AT THE WILL OF THE COMPANY. PURCHASER FURTHER ACKNOWLEDGES AND AGREES THAT NOTHING IN THIS AGREEMENT SHALL CONFER UPON PURCHASER ANY RIGHT WITH RESPECT TO CONTINUATION OF SUCH EMPLOYMENT OR CONSULTING RELATIONSHIP WITH THE COMPANY, NOR SHALL IT INTERFERE IN ANY WAY WITH PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I'S RIGHT OR THE COMPANY'S RIGHT TO TERMINATE PURCHASER'S EMPLOYMENT OR CONSULTING RELATIONSHIP AT ANY TIME, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”)WITH OR WITHOUT CAUSE. In consideration of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)PURCHASER:

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT FINANCIAL PROTECTION AND INNOVATION OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] The parties have executed this Common Restricted Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] By: (Signature) Name: Title: Address: ______________________________ _______________________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve the foregoing Common Restricted Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SUCH SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO SUCH QUALIFICATION OR IN THE ABSENCE OF AN EXEMPTION FROM SUCH QUALIFICATION IS UNLAWFUL. PRIOR TO ACCEPTANCE OF SUCH CONSIDERATION BY THE COMPANY, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE SUCH QUALIFICATION BEING OBTAINEDOBTAINED OR AN EXEMPTION FROM SUCH QUALIFICATION BEING AVAILABLE. In Witness Whereof, UNLESS THE SALE IS SO EXEMPT.] The the parties hereto have executed this Common the Series B Preferred Stock Purchase Agreement as of the date first set forth abovein the first paragraph hereof. [COMPANY NAME] Grouper Networks, Inc. By: (Signature) Name: Title: AddressIn Witness Whereof, the parties hereto have executed the Series B Preferred Stock Purchase Agreement as of the date set forth in the first paragraph hereof. DAG Ventures, L.P. By: DAG Ventures Management LLC, its General Partner By:__________________________________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: IR. Xxxxxx Xxxxxxxx, ____________________Managing Director In Witness Whereof, spouse of ____________________ (“Purchaser”), the parties hereto have read and hereby approve executed the foregoing Common Series B Preferred Stock Purchase Agreement (the “Agreement”). In consideration as of the Company’s granting my spouse the right to purchase the Shares as date set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)first paragraph hereof.

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] . The parties have executed this Common Stock Purchase Exercise Agreement as of the date first set forth above. [COMPANY NAME] CONFLUENT, INC. By: (Signature) Name: Title: Address: ____________________ __________ ______ United States PURCHASER: (Print NameSIGNATURE) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] . The parties have executed this Common Early Exercise Notice and Restricted Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] CONFLUENT, INC. By: (Signature) Name: Title: Address: ____________________ __________ ______ United States PURCHASER: (Print NameSIGNATURE) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)

California Corporate Securities Law. THE SALE OF THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF BUSINESS OVERSIGHT OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF THE SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO THE QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.] The parties have executed this Common Stock Purchase Agreement as of the date first set forth above. [COMPANY NAME] LEGION WORKS INC By: (Signature) Name: Xxxx Xxxxxxxxxxx Title: CEO Address: __________0000 Xxxxxxxxx Xxxxxx, Xxxxx 000, Xx Xxxxx, XX 00000 Xxxxxx Xxxxxx Xxxx Xxxx (PRINT NAME) By: Name: Xxxx Xxxx Title: President Address: Email: I,__________ __________ ______ United States PURCHASER: (Print Name) By: (Signature) Name: Title: Address: Email: I, ____________________, spouse of ____________________ (“Purchaser”), have read and hereby approve the foregoing Common Stock Purchase Agreement (the “Agreement”). In consideration of the Company’s 's granting my spouse the right to purchase the Shares as set forth in the Agreement, I hereby agree to be bound irrevocably by the Agreement and further agree that any community property or other such interest that I may have in the Shares shall hereby be similarly bound by the Agreement. I hereby appoint my spouse as my attorney-in-fact with respect to any amendment or exercise or waiver of any rights under the Agreement. Spouse of Purchaser (if applicable)