0001193125-05-162387 Sample Contracts

Change of Control Agreement
Change of Control Agreement • August 9th, 2005 • Boston Communications Group Inc • Radiotelephone communications • Massachusetts

THIS CHANGE OF CONTROL AGREEMENT (this “Agreement”) by and between Boston Communications Group, Inc. (the “Company”), a Massachusetts Corporation with its principal place of business at 55 Middlesex Turnpike, Bedford, MA 01730, and Ersin Galioglu (the “Executive”), is made as of May 3, 2005 (the “Effective Date”).

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Nonstatutory Stock Option Agreement Granted Under 2005 Stock Incentive Plan
Nonstatutory Stock Option Agreement • August 9th, 2005 • Boston Communications Group Inc • Radiotelephone communications
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Restricted Stock Agreement Granted Under 2005 Stock Incentive Plan
Restricted Stock Agreement • August 9th, 2005 • Boston Communications Group Inc • Radiotelephone communications • Massachusetts

AGREEMENT made this day of , [2005], between Boston Communications Group, Inc., a Massachusetts corporation (the “Company”), and (the “Participant”).

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ASSET PURCHASE AGREEMENT dated May 20, 2005 between Cellular Express, Inc. and bcgi Technologies Ltd., as Buyers and PureSight, Inc. and PureSight Ltd., as Sellers
Asset Purchase Agreement • August 9th, 2005 • Boston Communications Group Inc • Radiotelephone communications • Massachusetts

This Asset Purchase Agreement is entered into as of May 20, 2005 by and between Cellular Express, Inc., a Massachusetts corporation (“Cellular Express”), and bcgi Technologies, Ltd., a company organized under the laws of Israel (“BCGI-Israel”), on the one hand, and PureSight, Inc., a Delaware corporation (“PureSight-US”), and PureSight Ltd., a company organized under the laws of Israel (“PureSight-Israel”), on the other hand. Cellular Express and BCGI-Israel are each referred to herein as a “Buyer” and collectively as the “Buyers”. PureSight-US and PureSight-Israel are each referred to herein as a “Seller” and collectively as the “Sellers”.

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Incentive Stock Option Agreement Granted Under 2005 Stock Incentive Plan
Incentive Stock Option Agreement • August 9th, 2005 • Boston Communications Group Inc • Radiotelephone communications
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