0001077048-07-000012 Sample Contracts

AMENDED AND RESTATED SHARES FOR DEBT AGREEMENT
Shares for Debt Agreement • January 16th, 2007 • Strativation, Inc. • Perfumes, cosmetics & other toilet preparations

This Amended And Restated Shares For Debt Agreement (the “Agreement”) is made and entered into as of January 15, 2007, by and between Strativation, Inc., a Delaware corporation (the “Company”), and Richardson & Patel LLP (the “Firm”), with reference to the following facts:

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AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 16th, 2007 • Strativation, Inc. • Perfumes, cosmetics & other toilet preparations • California

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (the “Agreement”), is entered into as of January 15, 2007, by and among Strativation, Inc., a Delaware corporation (the “Company”) and each of the undersigned shareholders of the Company identified on the signature page hereto and on Schedule A attached hereto (collectively, the “Stockholders”). The foregoing parties are sometimes referred to hereinafter collectively as the “Parties.”

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