COMMON STOCK PURCHASE AGREEMENT
THIS COMMON STOCK PURCHASE AGREEMENT (“ Agreement ”) is made as of August
31, 2007, by and between Elephant Talk Communications, Inc., a California corporation (the “ Company ”),
and , (the “ Investor ”).
WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to the
Securities Act of 1933, as amended (the “ Securities Act ”) and Regulation S promulgated thereunder (“
Regulation S ”), the Company desires to issue and sell to the Investor, and Investor desires to purchase from
the Company, securities of the Company as more fully described in this Agreement.
WHEREAS, this Agreement is one of several similar agreements for the purchase of an aggregate of at
least US$ 5,000,000 of Common Stock of the Company (the “ Co-Investment Agreements ”) by additional
investors (the “ Co-Investors ”).
NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement,
and for other good and valuable consideration the receipt and adequacy of which are hereby acknowledged, the
Company and Investor agree as follows:
The obligation of the Investor to purchase and acquire the Shares hereunder shall be subject to (i) the
condition that all representations and warranties and other statements of the Company shall be true and
correct as of and on each of the date of this Agreement and the date of the Closing, (ii) the condition
that the Company shall have performed all of its obligations hereunder theretofore to be performed, and
(ii) purchase of at least US$5,000,000 of Common Stock by the Co-Investors at the Closing.
1. Purchase and Sale of Stock .
1.1. Sale and Issuance of Common Stock . Subject to the terms and conditions of this Agreement, the
Investor agrees to purchase at the Closing, and the Company agrees to sell and issue to the Investor at
the Closing, $ 50,000 of shares of the Company's common stock (the “ Common Stoc