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Exhibit 10.31
October 23, 2000
Ed Malysz
RE: Repurchase of Restricted Stock
Dear Ed:
This letter sets forth the agreement between you and E-Stamp Corporation
("E-Stamp") regarding the repurchase of 128,906 shares of common stock of
E-Stamp ("Shares") registered in your name and currently subject to a
right of repurchase by E-Stamp pursuant to the terms of the Restricted
Stock Repurchase Agreement dated August 1, 1999 ("Repurchase Agreement").
Effective as of the date of this letter, you hereby transfer and sell to
E-Stamp, and E-Stamp repurchases from you, the Shares for a purchase
price equal to $154,687.20. E-Stamp will pay the purchase price through
a set-off against your obligation to pay principal under the Promissory
Note dated June 28, 1999 in the original principal amount of $225,000.
Except as otherwise provided herein, the repurchase of the Shares will be
effected pursuant to the terms of the Repurchase Agreement.
You will continue to be responsible for the payment of the remaining
principal amount of $70,312.80 and all accrued but unpaid interest under
the Promissory Note. Pursuant to the terms of the Repurchase Agreement,
the remaining 58,594 shares acquired by you on August 1, 1999 will be
held by E-Stamp as security for the performance of your remaining
obligations under the Promissory Note.
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Ed Malysz
October 23, 2000
Page 2
If you agree with the foregoing, please sign in the space provided below.
Sincerely,
/s/ Bo Ewald
Bo Ewald,
President and CEO
Agreed as of the date first set forth above:
/s/ Edward Malysz
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Ed Malysz
/s/ Mary Malysz
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Spouse
