# Awake Founder Departure and Buyout Agreement

## Commercial Terms

Company, departing founder and purchasing parties: [names/addresses]. Founder/equity agreements: [versions]. Service-end date: [date]. Shares/interests to transfer and retained holdings: [schedule]. Actual buyer, price, valuation method, payment dates/security and approvals: [terms]. Accrued compensation: [schedule].

## 1. Separate events

Service ends only as stated, subject to applicable employment/service obligations. No ownership disappears because a role ends. Identify already vested shares, unvested repurchase rights, options and actual deadlines from signed instruments. Retained holdings preserve rights except those expressly and lawfully changed with required consent.

## 2. Buyout and closing

Transfer only scheduled interests after agreed valuation, approvals, lawful funds/solvency review, consideration and executed transfer instruments. Use independent fair value where the governing agreement requires it; no unagreed minority or marketability discount is inserted. Instalments, security, default remedies and title-transfer timing must be complete. Corporate and LLC interests need their actual distinct instruments and tax analysis.

## 3. Handover and communications

Deliver work, company-owned access, factual records and unresolved dependencies. Identify retained background IP and licenses required for continuity. Public statements, customer notices and transition support are [terms]. Preserve confidential information and lawful protected disclosures; no broad new competition restraint is implied.

## 4. Settlement boundaries

Pay earned compensation and reimbursable expenses separately from purchase consideration. A release, if desired, must identify consideration, claims and nonwaivable exclusions and use a separate employment package where applicable. Record remaining obligations, guarantees and third-party consents. This document cannot bind investors or lenders without consent.

## Signatures

Company: [authorized signature/title/date]. Departing founder: [signature/date]. Each actual purchaser: [name, authorized signature/date]. Required consenting parties: [names/signatures or none].