0001096906-07-000256 Sample Contracts

CHAPEAU, INC. PROMISSORY NOTE CONVERSION AND COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • February 14th, 2007 • Chapeau Inc • Retail-apparel & accessory stores • California

This Promissory Note Conversion And Common Stock Purchase Agreement (“Agreement”) is entered into on December 31, 2006, with an effective date of December 31, 2006 (“Effective Date”), by and between Chapeau, Inc., a Utah corporation (the “Company”), and _____________________________ (“Purchaser”).

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CHAPEAU, INC. PROMISSORY NOTE CONVERSION AND COMMON STOCK PURCHASE AGREEMENT
Note Conversion and Common Stock Purchase Agreement • February 14th, 2007 • Chapeau Inc • Retail-apparel & accessory stores • California

This Promissory Note Conversion And Common Stock Purchase Agreement (“Agreement”) is entered into on December 31, 2006, with an effective date of December 31, 2006 (“Effective Date”), by and between Chapeau, Inc., a Utah corporation (the “Company”), and the Gordon V. and Helen C. Smith Foundation (“Purchaser”).

CHAPEAU, INC. STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • February 14th, 2007 • Chapeau Inc • Retail-apparel & accessory stores • California

This Stock Purchase Agreement (“Agreement”) is made effective as of __________ ___, 2007 (“Effective Date”), by and between Chapeau, Inc., a Utah corporation (the “Company”), and ___________________ (“Purchaser”).

STRATEGIC ALLIANCE AGREEMENT
Strategic Alliance Agreement • February 14th, 2007 • Chapeau Inc • Retail-apparel & accessory stores • Indiana

THIS STRATEGIC ALLIANCE AGREEMENT is entered into and effective as of December 29, 2006 by and between Cummins Power Generation Inc., a Delaware corporation (“Cummins”) and Chapeau, Inc. d/b/a BluePoint Energy, Inc., a Utah corporation (“BluePoint”). Cummins and BluePoint are sometimes referred to herein, individually, as a “Party” and, together, as the “Parties.”

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