0001575705-15-000013 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 29th, 2015 • CBD Energy LTD • Semiconductors & related devices • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of January ___, 2015, between CBD Energy Limited, an Australian corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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AMENDED AND RESTATED MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • January 29th, 2015 • CBD Energy LTD • Semiconductors & related devices • New York

This Amended and Restated Membership Interest Purchase Agreement (this “Agreement”), is dated as of the 27th of January, 2015 (the “Effective Date”), and is entered into among BLUENRGY INTERNATIONAL HOLDINGS S.A., a Switzerland joint stock company (“BIH”), Yves-Regis Cotrel (“YC”), Emmanuel Cotrel (“EC”), Coastalview Capital Partners, LLC (“CPC”), Ryames Investment Company, LLC (“RIC” and collectively, along with BIH, YC, CPC and EC, “Seller”), and CBD ENERGY LIMITED, an Australian corporation (ACN 010 966 793) (“Buyer”).

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