2.1.1 FURTHER CONSIDERATION. As further consideration and payment Seller shall be issued Stock in the Purchaser which will equal 20% ownership in Purchaser; such ownership percentage shall be maintained regardless of future issuance of stock in Purchaser to any other party or parties.
1.3.1 ASSUMPTION OF LIABILITIES. This Agreement transfers, and Purchaser assumes liability as to a single obligation of Seller: that is the amount of $200,000 owing to CORE WAREHOUSE MANAGEMENT SYSTEMS/STC INC. for technical services rendered in refining, upgrading, and documenting of certain proprietary software. Purchaser expressly disclaims any and all other liabilities, costs, debts, claims and obligations of Seller relating to the Assets or otherwise. Purchaser shall have no obligation with respect to any other obligations of Seller arising prior to the Closing Date.
5.3 CAPITALIZATION. As of [DATE], the authorized capital stock of Purchaser's Parent Corporation consists of (a) [No. of Shares] 14,975,000,000 shares of -------------- Common Stock, $0.001 par value, of which [No. of Shares] 6,635,074,192 shares ------------- are issued and outstanding and (b) [No. of Shares] 10,000,000 shares of ---------- Preferred "A" Stock, $0.001 par value of which [No. of Shares] 761,256 Preferred ------- "A" shares are issued and outstanding. ) [No. of Shares] 10,000,000 shares of ---------- Preferred "B" Stock, $0.001 par value of which [No. of Shares] "0" Preferred "B" --- shares are issued and outstanding. ) [No. of Shares] 5,000,000 shares of --------- Preferred "C" Stock, $0.001 par value of which [No. of Shares] 700,000 Preferred ------- "C" shares are issued and outstanding.
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