The Washington Sample Common Shares Purchase Agreement is a legally binding document that outlines the terms and conditions of the purchase and sale of common shares between Visible Genetics, Inc. and investors in Washington. This agreement serves as a framework for the transfer of ownership and ensures both parties are protected throughout the transaction process. Outlined within the Washington Sample Common Shares Purchase Agreement are various key provisions, which include: 1. Parties Involved: The agreement lists Visible Genetics, Inc. and the investors participating in the purchase of common shares. 2. Purchase and Sale Terms: This section specifies the number of common shares being sold by Visible Genetics, Inc. to the investors and the purchase price per share. 3. Representations and Warranties: Visible Genetics, Inc. provides assurances regarding its legal status, ownership of shares, and financial condition. Investors may also provide representations and warranties regarding their eligibility to participate in the purchase. 4. Conditions Precedent: This section outlines the conditions that must be satisfied before the completion of the transaction, such as obtaining necessary approvals, consent, or waivers from regulatory bodies, management, or shareholders. 5. Closing Procedure: The agreement details the procedures to be followed during the closing of the purchase, including the transfer of share certificates, payment methods, and any required filings or documentation. 6. Indemnification: Visible Genetics, Inc. may agree to indemnify the investors against any losses or damages resulting from misrepresentations, breaches of warranties, or other specified events. 7. Governing Law and Jurisdiction: This section establishes that the agreement shall be governed by the laws of Washington and any disputes shall be resolved within the designated jurisdiction. Different types or variations of Washington Sample Common Shares Purchase Agreement may exist depending on the specific circumstances of the transaction. Some possible naming conventions for these variations may include: — Washington Sample Common Shares Purchase Agreement with Preferred Share Conversion: This type of agreement outlines the conversion of preferred shares to common shares as part of the sale arrangement. — Washington Sample Common Shares Purchase Agreement with Escrow Arrangements: This variation may include provisions for placing a portion of the purchase price in an escrow account to secure future performance or to address contingent liabilities. — Washington Sample Common Shares Purchase Agreement with Earn out Provisions: In cases where future financial performance impacts the purchase price, this type of agreement may incorporate earn out provisions that outline how additional payments will be calculated and disbursed. It is important to note that the naming conventions and specific clauses in the agreement can vary depending on the legal requirements and negotiation between Visible Genetics, Inc. and the investors. Therefore, it is crucial to consult with legal professionals familiar with Washington state laws when drafting or executing the Washington Sample Common Shares Purchase Agreement.