Common use of IN WITNESS HEREOF Clause in Contracts

IN WITNESS HEREOF. the parties hereto have caused this Agreement to be duly executed, as of the day and year first above written. “Company” GRAYMARK HEALTHCARE, INC. By: Xxxxxxx Xxxxxx Chief Executive Officer Date: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. By: Xxxxx X. Xxxx, President Date: January __, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersigned, the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, and to purchase thereunder, Shares of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all in accordance with the Option Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)

IN WITNESS HEREOF. the parties hereto have caused this Agreement to be duly executed, as of the day and year first above written. “Company” GRAYMARK HEALTHCARE, XXX OIL INC. By: Xxxxxxx Xxxxxx Chief Executive Officer DateName: January __, 2010 “Option Holder” MIRADOR CONSULTING, Title: GILFORD SECURITIES INCORPORATED By: Name: Title: 27 XXX OIL INC. By: Xxxxx X. XxxxWARRANT CERTIFICATE THE WARRANTS REPRESENTED BY THIS CERTIFICATE AND THE OTHER SECURITIES ISSUABLE UPON EXERCISE THEREOF MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO (i) AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, President Date: January __AS AMENDED, 2010 EXHIBIT “A” FORM (ii) TO THE EXTENT APPLICABLE, RULE 144 UNDER SUCH ACT (OR ANY SIMILAR RULE UNDER SUCH ACT RELATING TO THE DISPOSITION OF SUBSCRIPTION SECURITIES), OR (CASH EXERCISEiii) (To be signed only upon exercise AN OPINION OF COUNSEL, IF SUCH OPINION SHALL BE REASONABLY SATISFACTORY TO COUNSEL FOR THE ISSUER, THAT AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT IS AVAILABLE. THE TRANSFER OR EXCHANGE OF THE WARRANTS REPRESENTED BY THIS CERTIFICATE IS RESTRICTED IN ACCORDANCE WITH THE WARRANT AGREEMENT REFERRED TO HEREIN. EXERCISABLE ON OR BEFORE 5:30 P.M. EASTERN TIME ON , 200 NO. W- Warrants This Warrant Certificate certifies that, or registered assigns, is the registered holder of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersigned, the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, and to purchase thereunder, Shares Warrants of Graymark Healthcare, XXX Oil Inc. (the “"Company”"). Each Warrant permits the Holder hereof to purchase initially, at any time from , 2004 ("Purchase Date") until 5:30 p.m. Eastern Time on , 2009 ("Expiration Time"), one (1) share of the Company's Common Stock at the initial exercise price, subject to adjustment in certain events (the "Exercise Price"), of $6.60 per share (120% of the public offering price). Any exercise of Warrants shall be effected by surrender of this Warrant Certificate and herewith makes payment of $ thereforthe Exercise Price at an office or agency of the Company, but subject to the conditions set forth herein and requests that the certificates for such securities be issued in the name ofUnderwriter's Warrant Agreement dated as of , 2004, between the Company and delivered toGilford Securities Incorporated, whose address as the same may be amended or modified from time to time (the "Underwriter's Warrant Agreement"). Payment of the Exercise Price shall be made by certified check or official bank check in New York Clearing House funds payable to the order of the Company in the event there is , all in accordance with no cashless exercise pursuant to Section 3.1(b) of the Option Underwriter's Warrant Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To No Warrant may be exercised by after the Option Holder if the Option Holder desires to transfer the Option AgreementExpiration Time, at which time all Warrants evidenced hereby, unless exercised prior thereto, hereby shall thereafter be void.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)

IN WITNESS HEREOF. the parties hereto Parties have caused this Agreement to be executed in their respective names by their duly executed, authorized representatives as of the day and year date first above writtenwritten above. “Company” GRAYMARK HEALTHCARE, INC. Emmis Operating Company By: /s/ J. Xxxxx Xxxxxxx Xxxxxx Name: J. Xxxxx Xxxxxxx Title: EVP/GC/Sec. MediaCo Holding Inc. By: /s/ J. Xxxxx Xxxxxxx Name: J. Xxxxx Xxxxxxx Title: EVP/GC/Sec. Standard General L.P., on behalf of all of the funds for which it serves as investment advisor (collectively, “SG”), does hereby absolutely, unconditionally, and irrevocably guarantee to Emmis the full and complete performance and the full and prompt payment of MediaCo’s obligations pursuant to this Agreement. SG agrees that its liability pursuant to this guaranty shall be primary and not as a surety, and that in any right of action which shall accrue to Emmis hereunder Emmis may, at its option, proceed against SG without having commenced any action or having obtained any judgment against MediaCo. SG waives notice of default in the performance by MediaCo of its obligations pursuant to this Agreement. SG shall remain liable under this Guaranty unless specifically released in writing by Emmis. SG hereby agrees that no delay, waiver, or accommodation on the part of Emmis in the exercise of any right, power or privilege with respect to MediaCo’s obligations shall operate as a waiver of such right, power or privilege, or as a release or diminution in the obligation of SG hereunder. SG further agrees to be bound by the following provisions of the Contribution and Distribution Agreement, dated as of June 28, 2019, by and among MediaCo, SG Broadcasting LLC and Emmis Communications Corporation, in connection with any interpretation or enforcement of this guaranty: Section 13.2 (Notices) (with SG receiving notices at the same address and other information as Purchaser thereunder), Section 13.3 (Interpretation), Section 13.9 (Governing Law), Section 13.12 (Waiver of Jury Trial), and Section 13.13 (Jurisdiction; Service of Process). Standard General L.P., on behalf of all the funds for which it serves as an investment advisor By: /s/ Xxxxxxxx Xxx Name: Xxxxxxxx Xxx Title: Chief Executive Officer Date: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. By: Xxxxx X. Xxxx, President Date: January __, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersigned, the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, and to purchase thereunder, Shares of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all in accordance with the Option Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)DB1/ 113583700.2

IN WITNESS HEREOF. the parties hereto have caused this Agreement to be duly executed, as of the day and year first above written. 7 “Company” GRAYMARK HEALTHCAREPRODUCTIONS, INC. By: Xxxxxxx Xxxxxx Xxxx Xxxxxxxxx, Chief Executive Officer Attest: Xxxx X. Xxxx, Secretary “Warrant Holder” Signature for an individual, including joint tenants and tenants in common: (Signature) (Signature) Name (typed or printed) Date: January March ___, 2010 “Option Holder” MIRADOR CONSULTING, INC2007. By: Xxxxx X. Xxxx, President Name (typed or printed) Date: January March ___, 2010 2007. EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of OptionWarrant) TO: Graymark HealthcareGrayMark Productions, Inc. 000 Xxxx XxxxxxXxxxx Xxxxxxxx, Xxxxx 0000 Xxxxxxxx XxxxSuite 920 Oklahoma City, Xxxxxxxx 00000 Oklahoma 73102 The undersigned, the Option Warrant Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Warrant Agreement for, and to purchase thereunder, Shares of Graymark HealthcareGrayMark Productions, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, , whose address is , all in accordance with the Option Warrant Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Warrant Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF SUBSCRIPTION (CASHLESS EXERCISE) (To be signed only upon exercise of Warrant) TO: GrayMark Productions, Inc. 000 Xxxxx Xxxxxxxx, Suite 920 Oklahoma City, Oklahoma 73102 The undersigned, the Warrant Holder, hereby irrevocably elects the cashless exercise of the purchase right provided by the Warrant Agreement for, and to purchase thereunder, Shares of the Company in accordance with the formula provided at Section 3 of the Warrant Agreement. The undersigned requests that the certificates for such Shares be issued in the name of, and delivered to, , whose address is , all in accordance with the Warrant Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Warrant Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “C” FORM OF ASSIGNMENT (To be exercised by the Option Warrant Holder if the Option Warrant Holder desires to transfer the Option Warrant Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Warrant Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Warrant Agreement on the books of Graymark HealthcareGrayMark Productions, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Warrant Agreement) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)

IN WITNESS HEREOF. the parties hereto have Company has caused this Agreement instrument to be duly executed, as of the day and year first above written. “Company” GRAYMARK HEALTHCAREPUGET ENERGY, INC. By: Xxxxxxx Xxxxxx Chief Executive Officer DateName: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. Title: ATTEST: By: Xxxxx X. XxxxName: Title: CERTIFICATE OF AUTHENTICATION This is one of the Notes referred to in the within-mentioned Indenture: XXXXX FARGO BANK, President DateNATIONAL ASSOCIATION, as Trustee By: January __Authorized Signatory Dated: (Reverse Side of Note) This Note is one of a duly authorized issue of Senior Secured Notes of the Company, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION issued and issuable in one or more series under an Indenture, dated as of December 6, 2010, as supplemented, including by the Fourth Supplemental Indenture dated as of May 12, 2015 (CASH EXERCISE) (To be signed only upon exercise of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersignedcollectively, the Option Holder“Indenture”), between the Company and Xxxxx Fargo Bank, National Association, to which Indenture reference is hereby irrevocably elects to exercise made for a statement of the purchase right provided by respective rights, limitation of rights, duties and immunities thereunder of the Option Agreement forCompany, the Trustee and the Holders of the Senior Secured Notes issued thereunder and of the terms upon which said Senior Secured Notes are, and are to purchase thereunderbe, Shares authenticated and delivered. This Note is one of Graymark Healthcarethe series designated on the face hereof as 3.650% Senior Secured Notes due May 15, Inc. 2025 (the “Senior Secured Notes”) in aggregate principal amount of up to $400,000,000, subject to increase as provided for in the Indenture. Capitalized terms used herein for which no definition is provided herein shall have the meanings set forth in the Indenture. The Notes are secured obligations of the Company”). The Notes are secured by a pledge of Collateral pursuant to the Security Documents referred to in the Indenture. The Notes are subject to optional redemption, and herewith makes payment may be the subject of $ therefora Change of Control Offer, as further described in the Indenture. If an Event of Default with respect to the Notes of this series shall occur and requests be continuing, the principal of the Notes of this series may be declared due and payable in the manner, with the effect and subject to the conditions provided in the Indenture. The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Company and the rights of the Holders of the Senior Secured Notes of each series to be affected under the Indenture at any time by the Company and the Trustee with the consent of the Holders of not less than a majority in principal amount of the Outstanding Senior Secured Notes of each series to be affected. The Indenture also contains provisions permitting the Holders of specified percentages in principal amount of the Outstanding Senior Secured Notes of each series, on behalf of the Holders of all Senior Secured Notes of such series, to waive compliance by the Company with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Note shall be conclusive and binding upon such Holder and upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof, whether or not notation of such consent or waiver is made upon this Note. Without notice to or the consent of any Holder, the Company and the Trustee may amend the Indenture or the Notes for the purpose of curing any ambiguity, or of curing, correcting or supplementing any defective provision thereof or hereof, or in any manner that the certificates for Company and the Trustee may determine that is not inconsistent with the Indenture and the Notes and will not adversely affect the interests of any Holder. The Indenture contains certain covenants, including without limitation, covenants with respect to liens and mergers, consolidations and certain transfers of assets. The Company must furnish to the Trustee annual statements as to the Company’s compliance with such securities be issued in the name of, and delivered to, whose address is , all limitations in accordance with the Option Agreementterms of the Indenture. No reference herein to the Indenture and no provision of this Note or of the Indenture shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay the principal of and interest on this Note at the times, place and rate, and in the coin or currency, herein prescribed. As provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Note is registrable in the Security Register, upon surrender of this Note for registration of transfer at the office or agency of the Company for such purpose, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Company and the Security Registrar and duly executed by, the Holder hereof or his attorney duly authorized in writing, and thereupon one or more new Notes of this series, of authorized denominations and of like tenor and for the same aggregate principal amount, will be issued to the designated transferee or transferees. No service charge shall be made for any such registration of transfer or exchange, but the Company or the Trustee may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith. Prior to due presentment of this Note for registration of transfer, the Company, the Trustee and any agent of the Company or the Trustee may treat the Person in whose name this Note is registered as the owner hereof for all purposes, whether or not this Note be overdue, and neither the Company, the Trustee nor any such agent shall be affected by notice to the contrary. The Senior Secured Notes are issuable only in registered form without coupons in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. As provided in the Indenture and subject to certain limitations therein set forth, Senior Secured Notes are exchangeable for a like aggregate principal amount of Notes of this series of a different authorized denomination, as requested by the Holder surrendering the same upon surrender of the Senior Secured Note or Notes to be exchanged at the office or agency of the Company. This Note shall be governed by, and construed in accordance with, the laws of the State of New York. The Trustee will furnish to any Holder upon written request and without charge a copy of the Indenture. Requests may be made to Xxxxx Fargo Bank, National Association, Attention: Corporate Trust Office. SCHEDULE OF EXCHANGES OF INTERESTS IN THE GLOBAL NOTE The initial outstanding principal amount of this Global Note is $ . The following exchanges of a part of this Global Note for an interest in another Global Note, or exchanges of a part of another Global Note for an interest in this Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease or increase Signature of authorized signatory of Trustee or Custodian EXHIBIT B CERTIFICATE OF AUTHENTICATION This is one of the Notes referred to in the within-mentioned Indenture: XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory Dated: EXHIBIT C FORM OF RULE 144A NOTE TO REGULATION S NOTE TRANSFER CERTIFICATE Xxxxx Fargo Bank, National Association 000 0xx Xxx. Xxxxx Xxxxxxxxxxx, XX 00000 Attention: Bondholders Communicator Re: Puget Energy, Inc. 3.650% Senior Secured Notes due 2025 (Signature must conform the “Notes”) Reference is hereby made to the Indenture dated as of December 6, 2010 between Puget Energy, Inc. and Xxxxx Fargo Bank, National Association, as Trustee, as supplemented, including by the Fourth Supplemental Indenture dated as of May 12, 2015 (collectively, the “Indenture”). Capitalized terms used but not defined herein shall have the meanings given to them in all respects the Indenture. This letter relates to U.S.$ principal amount of the Notes which are held in the form of the Rule 144A Global Note (CUSIP No. ) with the Depositary in the name or for the account of [insert name of Holder transferor] (the “Transferor”). The Transferor has requested a transfer or exchange of such beneficial interest for an interest in the Regulation S Global Note (CINS No. ) to be held with [Euroclear Bank S.A./N.V., as specified on the face operator of the Option AgreementEuroclear System] [Clearstream Banking, société anonyme, Luxembourg] (Common Code ) (Address) (Social Security Number through the Depositary. In connection with such request and in respect of such Notes, the Transferor does hereby certify that such transfer or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by exchange has been effected in accordance with the Option Holder if transfer restrictions set forth in the Option Holder desires Indenture and the Notes and pursuant to transfer and in accordance with Regulation S under the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest thereinSecurities Act, and accordingly the Transferor does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)certify:

IN WITNESS HEREOF. the parties hereto have caused this Agreement Amendment to be executed by their respective officers thereunto duly executed, authorized and delivered as of the day and year date first above written. By: /s/ XXXX X.X. XXXX Title: Xxxx X.X. Xxxx, Chief Financial Officer ARC REPROGRAPHICS CANADA CORP., A British Columbia corporation By: /s/ XXXXX XXXXXX Title: Xxxxx Xxxxxx, Chairman ARC REPROGRAPHICS CANADA CORP., A British Columbia corporation By: /s/ XXXXX XXXXXX Title: Xxxxx Xxxxxx, President XXXXX FARGO BANK, NATIONAL ASSOCIATION, as US Agent and as a Lender By: Title: Authorized Signatory XXXXX FARGO CAPITAL FINANCE CORPORATION CANADA, as Canadian Agent and as a Lender By: Title: Authorized Signatory CONSENT AND REAFFIRMATION Each Guarantor hereby (i) acknowledges receipt of a copy of the foregoing Amendment No. 1 to the Credit Agreement (the “Company” GRAYMARK HEALTHCAREAmendment”; capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Amendment), (ii) consents to Borrowers’ execution and delivery of the Amendment; (iii) agrees to be bound by the Amendment; (iv) affirms that nothing contained in the Amendment shall modify in any respect whatsoever any Loan Document to which it is a party except as expressly set forth therein; and (v) ratifies, affirms, acknowledges and agrees that each of the Loan Documents to which such Guarantor is a party represents the valid, enforceable and collectible obligations of such Guarantor, and further acknowledges that there are no existing claims, defenses, personal or otherwise, or rights of setoff whatsoever with respect to the Credit Agreement or any other such Loan Document. Each Guarantor hereby agrees that the Amendment in no way acts as a release or relinquishment of the Liens and rights securing payments of the Obligations. The Liens and rights securing payment of the Obligations are hereby ratified and confirmed by such Guarantor in all respects. Although each Guarantor has been informed of the matters set forth herein and has acknowledged and agreed to same, each Guarantor understands that no Agent nor any Lender has any obligation to inform any Guarantor of such matters in the future or to seek any Guarantor’s acknowledgement or agreement to future amendments, waivers or consents, and nothing herein shall create such a duty. [Signature Page Follows] AMERICAN REPROGRAPHICS COMPANY, L.L.C. By: /s/ XXXX X.X. XXXX Name: Xxxx X.X. Xxxx Title: Chief Financial Officer ARC ACQUISITION CORPORATION By: /s/ XXXX X.X. XXXX Name: Xxxx X.X. Xxxx Title: Chief Financial Officer ERS DIGITAL, INC. By: Xxxxxxx /s/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Chief Executive Officer DateTitle: January __Vice President LICENSING SERVICES INTERNATIONAL, 2010 “Option Holder” MIRADOR CONSULTINGL.L.C. By: /s/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Vice President MIRROR PLUS TECHNOLOGIES, INC. By: /s/ XXXXX XXXXXX Name: Xxxxx X. Xxxxxx Title: Vice President PLANWELL, L.L.C. By: /s/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Vice President REPROGRAPHICS FORT WORTH, INC. By: /s/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Chief Financial Officer XXXXXXX’X, L.L.C. By: /s/ XXXX X.X. XXXX Name: Xxxx X.X. Xxxx, President Date: January __, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersigned, the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, and to purchase thereunder, Shares of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all in accordance with the Option Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)

IN WITNESS HEREOF. the parties hereto Parties have each caused this Agreement Assignment agreement to be executed by their duly executed, authorized officers and delivered as of the day and year date first above written. “Company” GRAYMARK HEALTHCAREPERRY, XXXXXX, XXXXXX, BREATHITT REGIONAL INDUSTRIAL AUTHORITY, INC., a Kentucky Regional Industrial Authority, non-Profit Corporation By: Xx Xxxxxx Date: 2/13/02 Xx Xxxxxx, Chairman AMERICAN WOODMARK CORPORATION, a Virginia corporation Date: Xxxxx X. Xxxxxx Date: 3/1/02 Xxxxx X. Xxxxxx Xx. Vice President EXHIBIT 10.10 (j) 5 NON-INTEREST BEARING PROMISSORY NOTE $450,000.00 March 1,2002 Hazard, Kentucky FOR VALUE RECEIVED, AMERICAN WOODMARK CORPORATION, a Virginia corporation, 0000 Xxxxxxx Xxxxx, Xxxxxxxxxx, Xxxxxxxx, 00000 ("Borrower"), promises to pay to the order of PERRY, XXXXXX, XXXXXX, BREATHITT REGIONAL INDUSTRIAL AUTHORITY, INC. By: Xxxxxxx Xxxxxx Chief Executive Officer Date: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. By: at its principal office at 000 Xxxxx X. Xxxx Xxxx, President Date: January __, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx XxxxXxxxxxxx, Xxxxxxxx 00000 The undersigned(the "Authority"), the Option Holderprincipal sum of FOUR HUNDRED FIFTY THOUSAND AND NO/100 DOLLARS ($450,000.00) and, hereby irrevocably elects in the case of an Event of Default, with interest as hereinafter provided until the entire principal balance of and all accrued interest on this Note has been paid in full. This Note shall be forgiveable so long as the Borrower shall faithfully perform its obligations pursuant to exercise a loan agreement (the purchase right "Loan Agreement") of even date herewith by and among the Authority and the Borrower which requires Borrower to construct an Industrial Facility on certain Property known as Xxx # 000 xx xxx Xxxxxxxxxx Xxxxxxxxxx Xxxx in Perry County, Kentucky. Any terms defined in the Loan Agreement and not otherwise defined herein shall have the same meaning herein as in the Loan Agreement. Upon the Borrower's completion of the Industrial Facility and its receipt and tender to the Authority of a bona fide Certificate of Occupancy from each governmental authority having jurisdiction thereof, the Loan shall be deemed satisfied and paid in full. However, unless earlier paid in full or otherwise satisfied through Borrower's performance, and provided the same has not been previously accelerated by the Option Agreement for, and Authority due to purchase thereunder, Shares of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all in accordance with the Option Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised default by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sellsBorrower, assigns this Note shall become due and transfers unto (Print name and address of transferee) the Option Agreementpayable, together with all rightaccrued interest, title if any, at the offices of the Authority in Hazard, Kentucky on December 31, 2004. The Authority and the Borrower acknowledge that this Loan is intended to be a NONINTEREST BEARING NOTE so long as the Borrower shall faithfully comply with its obligations hereunder and under the Loan Agreement. Upon the occurrence of any Event of Default by the Borrower, interest therein, and does hereby irrevocably constitute and appoint Attorney, shall commence to transfer accrue at the Option Agreement annual rate of TWO PERCENT (2.00%) on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face principal amount of the Option Agreement) Address Loan from the time of Assignee: (Social Security Number said Event of Default until the Loan has been finally collected or Tax Identification Number of Assignee)has been fully repaid.

IN WITNESS HEREOF. the parties hereto have Transferee has caused this Agreement instrument to be duly executedexecuted on its behalf, as pursuant to authority of the its Board of Directors, by its [Title of Officer], this day and year first above written. “Company” GRAYMARK HEALTHCARE, INC. By: Xxxxxxx Xxxxxx Chief Executive Officer Date: January of _______, 2010 “Option Holder” MIRADOR CONSULTING, INC199_. ______________________________ [Name of Transferee] By: Xxxxx X. Xxxx, President Date__________________________ Name: January Title: The undersigned hereby acknowledges that it is holding and will hold the Certifi- cate at the exclusive direction of and as nominee of the Transferee named above. ______________________________ [Name of Transferee] By: __________________________ Name: Title: FORM OF TRUSTEE INITIAL CERTIFICATION __________, 2010 199__ [Certificate Insurer] [Certificate Insurer Address] Avco ABS Receivables Corp. 1727-X Xxxxxxxxxx Xxx Xxxxx, Xxxxxx 00000 Xxco Financial Services Management Company 600 Xxxxx Xxxxxxxxx Xxxxx Xxxx, Xxxxxxxxxx 00000 Xxco Financial Services, Inc. 600 Xxxxx Xxxxxxxxx Xxxxx Xxxx, Xxxxxxxxxx 00000 Re: Pooling and Servicing Agreement, dated as of ________ __, 199_relating to Avco Financial Home Equity Loan Trust 199_-_ ----------------------------------------------------- Ladies and Gentlemen: In accordance with Section 2.02 of the above-captioned Pooling and Servicing Agreement, the undersigned, as Trustee, hereby certifies that, except as noted on the attachment hereto, if any (the "Loan Exception Report"), it or the Custodian on its behalf has received an Assignment of Mortgage, or a certified copy thereof, and a Mortgage Note with respect to each Home Equity Loan listed in the Home Equity Loan Schedule and the documents contained therein appear to bear original signatures. The Trustee has made no independent examination of any such documents beyond the review specifically required in the above-referenced Pooling and Servicing Agreement. The Trustee makes no representations as to: (i) the validity, legality, sufficiency, enforceability or genuineness of any such documents or any of the Home Equity Loans identified on the Home Capitalized words and phrases used herein shall have the respective meanings assigned to them in the above-captioned Pooling and Servicing Agreement. [NAME OF TRUSTEE] as Trustee By: __________________________ Name: __________________________ Title: __________________________ M-2 168 EXHIBIT “A” N FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of Option) TO: Graymark HealthcareTRUSTEE FINAL CERTIFICATION __________, 199__ [Certificate Insurer] [Certificate Insurer Address] Avco ABS Receivables Corp. 1727-X Xxxxxxxxxx Xxx Xxxxx, Xxxxxx 00000 Xxco Financial Services Management Company 600 Xxxxx Xxxxxxxxx Xxxxx Xxxx, Xxxxxxxxxx 00000 Xxco Financial Services, Inc. 000 Xxxx Xxxxxx, 600 Xxxxx 0000 Xxxxxxxx Xxxxxxxxx Xxxxx Xxxx, Xxxxxxxx Xxxxxxxxxx 00000 The Re: Pooling and Servicing Agreement, dated as of ________ __, 199_relating to Avco Financial Home Equity Loan Trust 199_-_ ----------------------------------------------------- Ladies and Gentlemen: In accordance with Section 2.02 of the above-captioned Pooling and Servicing Agreement, the undersigned, the Option Holderas Trustee, hereby irrevocably elects certifies that, except as noted on the attachment hereto, as to exercise each Home Equity Loan listed in the purchase right provided Home Equity Loan Schedule (other than any Home Equity Loan paid in full or listed on the attachment hereto) it or the Custodian on its behalf has reviewed the documents delivered to it or to the Custodian on its behalf pursuant to Section 2.01 (other than items listed in Section 2.01(a)(vii) and (viii)) of the Pooling and Servicing Agreement and has determined that (i) all such documents are in its possession or in the possession of the Custodian on its behalf, (ii) such documents have been reviewed by the Option Agreement forit and have not been mutilated, damaged, torn or otherwise physically altered and relate to such Home Equity Loan, (iii) based on its examination, and only as to purchase thereunderthe foregoing documents, Shares of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued information set forth in the name ofHome Equity Loan Schedule respecting such Home Equity Loan is correct and (iv) each Mortgage Note has been N-1 169 endorsed as provided in Section 2.01 of the Pooling and Servicing Agreement. Further, and delivered to, whose address each Mortgaged Property is , all a Residential dwelling of the type set forth in accordance the appraisal obtained in connection with the Option origination of the related Home Equity Loan. The Trustee has made no independent examination of such documents beyond the review specifically required in the above-referenced Pooling and Servicing Agreement. DatedThe Trustee makes no representations as to: (Signature must conform i) the validity, legality, enforceability or genuineness of any such documents contained in all respects to name each or any of Holder as specified the Home Equity Loans identified on the face of the Option Agreement) Home Equity Loan Schedule, or (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transfereeii) the Option collectibility, insurability, effectiveness or suitability of any such Home Equity Loan. Capitalized words and phrases used herein shall have the respective meanings assigned to them in the above-captioned Pooling and Servicing Agreement. [NAME OF TRUSTEE], together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Datedas Trustee By: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) Address of Assignee__________________________ Name: (Social Security Number or Tax Identification Number of Assignee)__________________________ Title: __________________________

IN WITNESS HEREOF. the parties hereto have caused executed this Agreement to be through their duly executed, authorized representatives as of the day and year date first above written. “Company” GRAYMARK HEALTHCARENATIONAL SEMICONDUCTOR CORPORATION By: ----------------------------------- Name: --------------------------------- Title: -------------------------------- WAFERSCALE INTEGRATION, INC. By: ----------------------------------- Xxxxxxx Xxxxxx Chief Executive Officer Date: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. By: Xxxxx X. XxxxXxxxxxxx, President Dateand CEO APPENDIX E PRICING FOR LICENSED PRODUCTS The pricing for LICENSED PRODUCTS shall be determined by the following method: January __, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise [CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION] APPENDIX E Product Tables for Pricing Licensed Products [CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION] APPENDIX F NATIONAL SEMICONDUCTOR STANDARD TERMS AND CONDITIONS These terms and conditions may in some instances conflict with some of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersignedthe terms and conditions affixed to the purchase order or the procurement document issued by the Buyer. In such case, the Option Holderterms and conditions contained herein shall govern and acceptance of Buyer's order is conditioned upon Buyer's acceptance of the terms and conditions contained herein irrespective of whether the Buyer accepts these conditions by a written acknowledgment, hereby irrevocably elects by implication, or acceptance and payment of goods ordered hereunder. National's failure to exercise object to provisions contained in any communication from Buyer shall not be deemed a waiver of the purchase right provided provision herein. Any changes in the terms and conditions of sale contained herein must specifically be agreed to in writing signed by the Option Agreement fora corporate officer of national before becoming binding on either party. All orders, offers, and to purchase thereundercontracts must be approved and accepted by National at its home office in Santa Clara, Shares of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all in accordance with the Option Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option AgreementCalifornia.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)

IN WITNESS HEREOF. the parties hereto have Becton, Xxxxxxxxx and Company has caused this Agreement Note to be duly executed, as executed in its name and on its behalf by the signatures of two of its officers authorized to execute Securities pursuant to the day Indenture and year first above writtenhas caused its corporate seal to be affixed hereunto or imprinted hereon. “Company” GRAYMARK HEALTHCARE, INC. ByDated: Xxxxxxx Xxxxxx Chief Executive Officer Date: January ________, 2010 “Option Holder” MIRADOR CONSULTING199_ [SEAL] BECTON, INC. XXXXXXXXX AND COMPANY By: Xxxxx X. Xxxx, President Date: January :______________________________ By:______________________________ TRUSTEE'S CERTIFICATE OF AUTHENTICATION This Note is one of the Securities of the series referred to herein issued pursuant to the within-mentioned Indenture. THE CHASE MANHATTAN BANK, 2010 EXHIBIT “A” as Trustee By:______________________________ Authorized Officer FORM OF SUBSCRIPTION REVERSE OF SECURITY: BECTON, XXXXXXXXX AND COMPANY [Title of Security] This Note is one of a duly authorized issue of debentures, notes or other evidences of indebtedness of the Company (CASH EXERCISEherein called the "Securities") of the series hereinafter specified, all issued or to be issued under and pursuant to an Indenture, dated as of March 1, 1997 (To be signed only upon exercise as amended or supplemented, herein called the "Indenture"), duly executed and delivered by the Company and The Chase Manhattan Bank, as Trustee (herein called the "Trustee"), to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of Option) TO: Graymark Healthcarethe respective rights, Inc. 000 Xxxx Xxxxxxlimitations of rights, Xxxxx 0000 Xxxxxxxx Xxxxduties, Xxxxxxxx 00000 The undersignedobligations and immunities thereunder of the Company, the Option Holder, hereby irrevocably elects to exercise Trustee and the purchase right provided by Holders of the Option Agreement for, and to purchase thereunder, Shares of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities Securities. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest (if any) at different rates, may be subject to different redemption provisions (if any), may be subject to different sinking, purchase or analogous funds (if any) and may otherwise vary as in the name ofIndenture provided. This Note is one of a series designed as the [Title of Security] (the "Notes") limited in aggregate principal amount to $______________ (except as in the Indenture provided). Terms defined in the Indenture have the same definition herein unless otherwise specified. In case an Event of Default, as defined in the Indenture, with respect to the Notes shall have occurred and be continuing, the principal hereof and interest hereon may be declared, and delivered toupon such declaration shall become, whose address is due and payable, all in accordance the manner, with the Option Agreementeffect and subject to the conditions provided in the Indenture. Dated: (Signature must conform in all respects to name of Holder The Indenture permits, with certain exceptions as specified on therein provided, the face amendment thereof and the modification of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised rights and obligations of the Company and the rights of the Holders of the Securities of any series at any time by the Option Company and the Trustee with the consent of the Holders of a majority in aggregate principal amount of the outstanding Securities of such series, each affected series voting separately. The Indenture also contains provisions permitting the Holders of a majority in aggregate principal amount of the outstanding Securities of any series, on behalf of the Holders of all the Securities of such series, to waive certain past defaults under the Indenture and their consequences. Any such consent or waiver by or on behalf of the Holder if of this Note shall be conclusive and binding upon such holder and upon all future Holders of this Note and of any Note issued upon the Option Holder desires registration of transfer hereof or in exchange hereof or in lieu hereof whether or not notation of such consent or waiver is made upon this Note or such other Note. Subject to transfer the Option Agreement.terms of the Indenture, the Company may elect either (i) FOR VALUE RECEIVED hereby sellsto defease and be discharged from any and all obligations with respect to the Notes or (ii) to be released from its obligations with respect to certain covenants applicable to the Notes, assigns upon compliance by the Company with certain conditions set forth therein, which provisions apply to this Note. No reference herein to the Indenture and transfers unto (Print name no provision of this Note or of the Indenture shall alter or impair the obligation of the Company, which is absolute and address unconditional, to pay the principal of transferee) the Option Agreement, together with all right, title and interest thereinon this Note at the place, at the respective times, at the rate and does hereby irrevocably constitute and appoint Attorney, in the coin or currency prescribed herein. [This Note is not redeemable prior to maturity.] [Insert redemption provisions if applicable.] Upon the presentment for registration of transfer of this Note at the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face office or agency of the Option Agreement) Address Company designated for such purpose pursuant to the Indenture, a new Note or Notes of Assignee: (Social Security Number authorized denominations for an equal aggregate principal amount will be issued to the transferee in exchange therefor, subject to the limitations provided in the Indenture, without charge except for any tax or Tax Identification Number of Assignee)other governmental charge imposed in connection therewith.

IN WITNESS HEREOF. the parties hereto have caused this Agreement Note has been executed by Maker and delivered to be duly executed, Holder as of the day and year date first above written. “Company” GRAYMARK HEALTHCAREAxxx X. Xxxxxxx, INC. D.M.D. Orthodontic Group, P.A. By: Xxxxxxx Xxxxxx Chief Executive Officer Date: January __Axxx X. Xxxxxxx, 2010 “Option Holder” MIRADOR CONSULTING, INC. By: Xxxxx X. XxxxD.M.D., President Date: January __, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of Option) TO: Graymark HealthcareSebring Software, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersigned, hereby guarantees the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, and to purchase thereunder, Shares timely payment obligations of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all Maker in accordance with the Option Agreementterms of this Note. DatedSebring Software, Inc., a Nevada corporation By: Lxxx Xxxxxxxx, President Exhibit “A-2” Operating Assets Promissory Note THIS NOTE AND THE SHARES OF COMMON STOCK INTO WHICH THIS NOTE IS CONVERTIBLE (Signature must conform COLLECTIVELY, THE “NOTE SECURITIES”) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), or the securities laws of any state, and have been issued in all respects reliance on exemptions from registration thereunder. The NOTE securities May not be offered, sold, pledged or otherwise transferred without registration under the Act or under any applicable state securities laws, unless the SEBRING (as defined below) receives an opinion of counsel satisfactory to name of Holder as specified on the face of the Option Agreement) SEBRING that an exemption from such registration is available. THE SHARES OF COMMON STOCK INTO WHICH THIS NOTE IS CONVERTIBLE ARE SUBJECT TO THE RESTRICTIONS IMPOSED BY THAT CERTAIN SHARE RESTRICTION AGREEMENT BETWEEN SEBRING, HOLDER AND THE OTHER PARTIES REFERENCED THEREIN DATED AS OF THE DATE HEREOF. PROMISSORY NOTE Original Issue Date: December ___, 2013 Principal Amount: $255,593.73 (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.USD) FOR VALUE RECEIVED hereby sellsRECEIVED, assigns Sebring Management FL, LLC, a Florida limited liability company (“Maker”), located at 1000 Xxxxxxxxx Xxxx, Xxxxxxxx, XX 00000, promises to pay to Implant, General & Cosmetic Dentistry of Tampa Bay, P.A., a Florida corporation (“Holder”), located at 1000 Xxxx Xxx Xx., Xxxxx, XX, or at such other location as Holder may designate from time to time in a written notice provided to Maker, the principal amount of Two Hundred Fifty Five Thousand Five Hundred and transfers unto Ninety Three Dollars and Seventy Three Cents (Print name $255,593.73) (the “Principal Amount”), upon the terms and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitutionconditions specified below. Dated: (Signature must conform in all respects to name of Holder This Promissory Note is issued as specified on the face of the Option date set forth above (the “Original Issue Date”) pursuant to an Asset Purchase Agreement (the “Purchase Agreement”) Address of Assignee: by and among Maker, Holder, Hani “Sxx” Txxxxx, D.D.S. and Axxx X. Xxxxxxx, D.M.D. Orthodontic Group, P.A., a Florida corporation (Social Security Number or Tax Identification Number of Assignee“OGPA”). Capitalized terms used but not otherwise defined in this Note shall have the meanings ascribed thereto in the Purchase Agreement.

IN WITNESS HEREOF. the parties hereto have Becton, Xxxxxxxxx and Company has caused this Agreement Note to be duly executed, as executed in its name and on its behalf by the signatures of two of its officers authorized to execute Securities pursuant to the day Indenture and year first above writtenhas caused its corporate seal to be affixed hereunto or imprinted hereon. “Company” GRAYMARK HEALTHCARE, INC. ByDated: Xxxxxxx Xxxxxx Chief Executive Officer Date: January ________, 2010 “Option Holder” MIRADOR CONSULTING199_ [SEAL] BECTON, INC. XXXXXXXXX AND COMPANY By: Xxxxx X. Xxxx, President Date: January :______________________________ By:______________________________ TRUSTEE'S CERTIFICATE OF AUTHENTICATION This Note is one of the Securities of the series referred to herein issued pursuant to the within-mentioned Indenture. THE CHASE MANHATTAN BANK, 2010 EXHIBIT “A” as Trustee By:______________________________ Authorized Officer FORM OF SUBSCRIPTION REVERSE OF SECURITY: BECTON, XXXXXXXXX AND COMPANY [Title of Security] This Note is one of a duly authorized issue of debentures, notes or other evidences of indebtedness of the Company (CASH EXERCISEherein called the "Securities") of the series hereinafter specified, all issued or to be issued under and pursuant to an Indenture, dated as of March 1, 1997 (To be signed only upon exercise as amended or supplemented, herein called the "Indenture"), duly executed and delivered by the Company and The Chase Manhattan Bank, as Trustee (herein called the "Trustee"), to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of Option) TO: Graymark Healthcarethe respective rights, Inc. 000 Xxxx Xxxxxxlimitations of rights, Xxxxx 0000 Xxxxxxxx Xxxxduties, Xxxxxxxx 00000 The undersignedobligations and immunities thereunder of the Company, the Option Holder, hereby irrevocably elects to exercise Trustee and the purchase right provided by Holders of the Option Agreement for, and to purchase thereunder, Shares of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities Securities. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest (if any) at different rates, may be subject to different redemption provisions (if any), may be subject to different sinking, purchase or analogous funds (if any) and may otherwise vary as in the name ofIndenture provided. This Note is one of a series designed as the [Title of Security] (the "Notes") limited in aggregate principal amount to $______________ (except as in the Indenture provided). Terms defined in the Indenture have the same definition herein unless otherwise specified. In case an Event of Default, as defined in the Indenture, with respect to the Notes shall have occurred and be continuing, the principal hereof and interest hereon may be declared, and delivered toupon such declaration shall become, whose address is due and payable, all in accordance the manner, with the Option Agreementeffect and subject to the conditions provided in the Indenture. Dated: (Signature must conform in all respects to name of Holder The Indenture permits, with certain exceptions as specified on therein provided, the face amendment thereof and the modification of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised rights and obligations of the Company and the rights of the Holders of the Securities of any series at any time by the Option Company and the Trustee with the consent of the Holders of a majority in aggregate principal amount of the outstanding Securities of such series, each affected series voting separately. The Indenture also contains provisions permitting the Holders of a majority in aggregate principal amount of the outstanding Securities of any series, on behalf of the Holders of all the Securities of such series, to waive certain past defaults under the Indenture and their consequences. Any such consent or waiver by or on behalf of the Holder if of this Note shall be conclusive and binding upon such Holder and upon all future Holders of this Note and of any Note issued upon the Option Holder desires registration of transfer hereof or in exchange hereof or in lieu hereof whether or not notation of such consent or waiver is made upon this Note or such other Note. Subject to transfer the Option Agreement.terms of the Indenture, the Company may elect either (i) FOR VALUE RECEIVED hereby sellsto defease and be discharged from any and all obligations with respect to the Notes or (ii) to be released from its obligations with respect to certain covenants applicable to the Notes, assigns upon compliance by the Company with certain conditions set forth therein, which provisions apply to this Note. No reference herein to the Indenture and transfers unto (Print name no provision of this Note or of the Indenture shall alter or impair the obligation of the Company, which is absolute and address unconditional, to pay the principal of transferee) the Option Agreement, together with all right, title and interest thereinon this Note at the place, at the respective times, at the rate and does hereby irrevocably constitute and appoint Attorney, in the coin or currency prescribed herein. [This Note is not redeemable prior to maturity.] [Insert redemption provisions if applicable.] Upon the presentment for registration of transfer of this Note at the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face office or agency of the Option Agreement) Address Company designated for such purpose pursuant to the Indenture, a new Note or Notes of Assignee: (Social Security Number authorized denominations for an equal aggregate principal amount will be issued to the transferee in exchange therefor, subject to the limitations provided in the Indenture, without charge except for any tax or Tax Identification Number of Assignee)other governmental charge imposed in connection therewith.

IN WITNESS HEREOF. the parties hereto have caused executed and delivered this Loan Agreement to be duly executed, as of the day date first set forth above. ALLEGHANY: ALLEGHANY CAPITAL CORPORATION, a Delawar corporation By: Xxxxx X Xxxxxxxx, vice President LAREDO: LAREDO OIL, INC., a Delawar corporation By: /s/ Xxxx See Xxxx See, President and year first above writtenCEO Exhibit A Senior Promissory Note THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. “Company” GRAYMARK HEALTHCARETHIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 OR AN OPINION OF COUNSEL SATISFACTORY TO LAREDO OIL, INC. By: Xxxxxxx Xxxxxx Chief Executive Officer Date: January __THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT. SENIOR PROMISSORY NOTE $250,000.00 ("Maximum Loan Amount") November 22, 2010 “Option Holder” MIRADOR CONSULTING, INC. By: Xxxxx X. 0000 Xxx Xxxx, President Date: January __Xxx Xxxx FOR VALUE RECEIVED, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise the receipt and adequacy of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The which is hereby acknowledged by the undersigned, the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, and to purchase thereunder, Shares of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all in accordance with the Option Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark HealthcareLaredo Oil, Inc., with full power a Delaware corporation ("Borrower"), does hereby promise to pay to the order of substitutionAlleghany Capital Corporation, a Delaware corporation ("Lender"), at 0 Xxxxx Xxxxxx Xxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000, or at such other place as may be designated from time to time in writing by Lender, the entire principal amount of this Senior Promissory Note, or such lesser amount as is funded by Lender as provided herein, plus interest thereon as provided for herein. Dated: (Signature must conform All sums owing hereunder are payable in all respects to name of Holder as specified on the face lawful money of the Option United States of America, in immediately available funds. This Senior Promissory Note (this "Note") is being executed and delivered in connection with Lender's undertaking to fund to Borrower, in two installments (collectively, the "Loans") in an aggregate maximum principal amount up to Two Hundred and Fifty Thousand Dollars ($250,000.00) ("Maximum Loan Amount") pursuant and subject to the terms and conditions of that certain Loan Agreement of even date herewith between Borrower and Lender ("Loan Agreement"). Unless otherwise defined in this Note, all capitalized terms used in this Note shall have the meanings ascribed to them in the Loan Agreement. Such Loans will be funded by Lender at the times, in the manner and subject to the terms and conditions set forth in the Loan Agreement. The unpaid principal amount actually funded by the Lender to Borrower pursuant to Loan Agreement, up to the Maximum Loan Amount, plus interest accrued thereon and added to principal pursuant to Paragraph 2(a) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)below, shall be referred to herein as the "Outstanding Principal Sum".

IN WITNESS HEREOF. this Agreement has been duly executed by the parties hereto have caused this Agreement on the respective dates appearing opposite each party’s signature, to be duly executed, effective as of the day and year first above writtenCommencement Date. “Company” GRAYMARK HEALTHCARE, INC. SELLER: Urban Renewal Agency By: Xxxxxxx Xxxxxx Chief Executive Officer Date: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. APPROVED AS TO FORM: By: Xxxxx X. XxxxXxxxxxxx, President Xx. Assistant City Attorney PURCHASER: _____________________________ By: Name: Title: Date: January __The undersigned Real Estate Broker was engaged by Xxxxxxxxx and is executing this Agreement to evidence its agreement that it will look solely to the Purchaser for payment of its commission, 2010 and that it will not make any claim against the Proposal Security, Xxxxxxx Money, the Purchase Price or other amounts paid by Purchaser to Seller under this Agreement, and that it waives any lien or other rights that it may have to assert a claim against or lien on such amounts. BROKER: By: Name: Title: Date: JOINDER BY TITLE COMPANY The undersigned, Independence Title Insurance Company referred to in this Agreement as the “Title Company,” hereby acknowledges that it received a copy of the Agreement executed by Seller and Purchaser with a Proposal Security in the amount of $10,000, Xxxxxxx Money in the amount of $10,000, and accepts the obligations of Title Company as set forth herein. INDEPENDENCE TITLE INSURANCE COMPANY By: Name: Escrow Officer Date: List of Exhibits: Exhibit “A” Property Description Exhibit “B” Special Warranty Deed Exhibit “C” Executed the City of Austin Fiscal Security for or other evidence of Performance Guaranty as proposed by Purchaser EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise TO PURCHASE AND SALE AGREEMENT PROPERTY DESCRIPTION 0.303 of Option) TO: Graymark Healthcarean acre of land and being 88 feet by 150 feet, Inc. 000 more or less, out of the subdivision of Outlot No. 41, Division “B”, in the City of Austin, Texas, being the same property described in that certain General Xxxxxxxx Xxxx Xxxxxxrecorded in Volume 13124, Xxxxx 0000 Xxxxxxxx XxxxPage 1079, Xxxxxxxx 00000 The undersignedReal Property Records, the Option HolderTravis County, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, and to purchase thereunder, Shares of Graymark Healthcare, Inc. Texas (the “Company"Property”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all in accordance with the Option Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM TO PURCHASE AND SALE AGREEMENT NOTICE OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS IN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR VALUE RECEIVED hereby sellsRECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER SPECIAL WARRANTY DEED STATE OF TEXAS § § COUNTY OF TRAVIS § DATE: ____________, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated20___ GRANTORS: (Signature must conform in all respects to name of Holder as specified on the face Urban Renewal Agency of the Option Agreement) Address City of AssigneeAustin, a Texas public body corporate and politic created under Chapter 374, Texas Local Government Code GRANTORS MAILING ADDRESS: (Social Security Number or Tax Identification Number of Assignee)P.O. Box 1088 Xxxxxx, Xxxxxx County, Texas 78767‐8839

IN WITNESS HEREOF. the parties hereto have caused this Agreement to be duly executed, as of the day and year first above written. “Company” GRAYMARK HEALTHCAREOPEXA THERAPEUTICS, INC. By: Xxxxxxx Xxxxxx Chief Executive Officer DateName: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. ByTitle: Xxxxx X. Xxxx, President Date: January __, 2010 EXHIBIT “A” A FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of OptionWarrants) TO: Graymark HealthcareOpexa Therapeutics, Inc. 000 Xxxx Xxxxxx0000 Xxxxx Xxxxxxxx Xxxxx Xxxxx Xxx Xxxxxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersignedundersigned holder of Warrant Certificate Number __________ (the “Warrant Certificate”), representing the Option Holder, hereby irrevocably elects right to exercise acquire _____________ Public Warrants (as defined in the purchase right provided by Warrant Agreement referred to in the Option Agreement for, and to purchase thereunder, Shares Warrant Certificate) of Graymark HealthcareOpexa Therapeutics, Inc. (the “Company”), which Warrant Certificate is being delivered herewith, hereby irrevocably elects to purchase ___________ Public Warrants, and herewith makes payment of $ $___________ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all in accordance with the Option AgreementWarrant Certificate and the Warrant Agreement referred to in the Warrant Certificate. DatedCertificates for the Public Warrants shall be issued in the name of _________________ and delivered to the following address: By: Name: Social Security Number or Tax Identification Number: Date: (Signature must conform in all respects to name of Holder as specified on the face of the Option AgreementWarrant Certificate) Address Social Security Number or Tax Identification Number EXHIBIT B FORM OF SUBSCRIPTION (AddressCASHLESS EXERCISE) TO: Opexa Therapeutics, Inc. 0000 Xxxxx Xxxxxxxx Xxxxx Xxxxx Xxx Xxxxxxxxx, Xxxxx 00000 The undersigned holder of Warrant Certificate Number __________ (the “Warrant Certificate”), representing the right to acquire _____________ Public Warrants (as defined in the Warrant Agreement referred to in the Warrant Certificate ) of Opexa Therapeutics, Inc. (the “Company”), which Warrant Certificate is being delivered herewith, hereby irrevocably elects to exercise (on a cashless exercise basis in accordance with the formula set forth in Section 2.3 of the Warrant Agreement referred to in the Warrant Certificate) the Warrant Certificate with respect to ___________ Public Warrants, all in accordance with the Warrant Certificate and the Warrant Agreement referred to in the Warrant Certificate. Certificates for the Public Warrants shall be issued in the name of _________________ and delivered to the following address: By: Name: Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: Date: (Signature must conform in all respects to name of Holder as specified on the face of the Option AgreementWarrant Certificate) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)Number

IN WITNESS HEREOF. the parties and in agreement hereto have caused Guarantor has by its duly authorized person(s) executed this Agreement to be duly executedGuaranty on this 28th day of November, as of the day and year first above written2005. “Company” GRAYMARK HEALTHCAREBLUE HOLDINGS, INC. By: Xxxxxxx Xxxxxx Chief Executive Officer Date/s/ Paul Guez ---------------------------- Print Name: January Paul Guez Title: ____________________________ ANTIK DENIM, 2010 “Option Holder” MIRADOR CONSULTINGLLC By: /s/ Paul Guez ---------------------------- Print Name: Paul Guez Title: ____________________________ ACCEPTED: FTC COMMERCIAL CORP. /s/ Kenneth L. Wengrod By: ________________________ Name: Kenneth L. Wexxxxx Xxxxx: Xxxxxdent AGREEMXXX XXX XXXXXXXXXXION BY GUARANTOR The Undersigned has executed Guaranties (the "Guez Guaranties") in connection with the Factoring Agreements, the Inventory Loan Facility Agreements and various related instruments and documents between FTC COMMERCIAL CORP. ("FTC") and the following entities (collectively, the "Companies"): BLUE HOLDINGS, INC. By: Xxxxx X. Xxxxand ANTIK DENIM, President Date: January __LLC. The Undersigned agrees that the Guez Guaranties shall apply to all obligations of each of the Companies, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise respectively, under the above Guaranty. The Undersigned hereby reaffirms the Guez Guaranties and agrees that no provisions of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersigned, the Option Holder, hereby irrevocably elects to exercise the purchase right provided above Guaranty by the Option Agreement for, and to purchase thereunder, Shares Companies shall in any way limit any of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment terms or provisions of $ therefor, and requests that the certificates for such securities be issued Guez Guaranty or any other documents executed by the Undersigned in the name of, and delivered to, whose address is favor of FTC, all of which are hereby ratified and affirmed and the same shall continue in full force and effect in accordance with the Option Agreementprovisions hereof. Dated: /s/ Paul Guez ---------------------------- Paul Guez AGREEMENT AND REAFFIRMATION BY GUARAXXXX Xxx Undersigned has executed Guaranties (Signature must conform the "Trust Guaranties") in connection with the Factoring Agreements, the Inventory Loan Facility Agreements and various related instruments and documents between FTC COMMERCIAL CORP. ("FTC") and the following entities (collectively, the "Companies"): BLUE HOLDINGS, INC. and ANTIK DENIM, LLC. The Undersigned agrees that the Trust Guaranties shall apply to all respects to name obligations of Holder as specified on the face each of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised Companies, respectively, under the above Guaranty. The Undersigned hereby reaffirms the Trust Guaranties and agrees that no provisions of the above Guaranty by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform Companies shall in all respects to name of Holder as specified on the face any way limit any of the Option Agreement) Address terms or provisions of Assignee: (Social Security Number the Trust Guaranties or Tax Identification Number any other documents executed by the Undersigned in favor of Assignee)FTC, all of which are hereby ratified and affirmed and the same shall continue in full force and effect in accordance with the provisions hereof. The Paul and Elizabeth Guez Living Trust dated Xebruaxx 00, 0000 /s/ Paul Guez ---------------------------- Paul Guez, Trustee

IN WITNESS HEREOF. the parties hereto have caused this Agreement to be duly executed, as of the day and year first above written. 7 “Company” GRAYMARK HEALTHCAREPRODUCTIONS, INC. By: Xxxxxxx Xxxxxx Xxxx Xxxxxxxxx, Chief Executive Officer “Warrant Holder” Signature for an individual, including joint tenants and tenants in common: (Signature) (Signature) Name (typed or printed) Name (typed or printed) Date: January March ___, 2010 “Option Holder” MIRADOR CONSULTING, INC2007. By: Xxxxx X. Xxxx, President Date: January March ___, 2010 2007. EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of OptionWarrant) TO: Graymark HealthcareGrayMark Productions, Inc. 000 Xxxx XxxxxxXxxxx Xxxxxxxx, Xxxxx 0000 Xxxxxxxx XxxxSuite 920 Oklahoma City, Xxxxxxxx 00000 Oklahoma 73102 The undersigned, the Option Warrant Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Warrant Agreement for, and to purchase thereunder, Shares of Graymark HealthcareGrayMark Productions, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, , whose address is , all in accordance with the Option Warrant Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Warrant Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF SUBSCRIPTION (CASHLESS EXERCISE) (To be signed only upon exercise of Warrant) TO: GrayMark Productions, Inc. 000 Xxxxx Xxxxxxxx, Suite 920 Oklahoma City, Oklahoma 73102 The undersigned, the Warrant Holder, hereby irrevocably elects the cashless exercise of the purchase right provided by the Warrant Agreement for, and to purchase thereunder, Shares of the Company in accordance with the formula provided at Section 3 of the Warrant Agreement. The undersigned requests that the certificates for such Shares be issued in the name of, and delivered to, , whose address is, , all in accordance with the Warrant Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Warrant Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “C” FORM OF ASSIGNMENT (To be exercised by the Option Warrant Holder if the Option Warrant Holder desires to transfer the Option Warrant Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Warrant Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Warrant Agreement on the books of Graymark HealthcareGrayMark Productions, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Warrant Agreement) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)

IN WITNESS HEREOF. the parties hereto have caused this Agreement to be duly executed, as of the day and year first above written. “Company” GRAYMARK HEALTHCAREOpexa Therapeutics, INC. By: Xxxxxxx Xxxxxx Chief Executive Officer Date: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. Inc. Date By: Xxxxx X. Xxxx, President DateXxXxxxxxxx Chief Executive Officer Holder Date By: January __, 2010 Name: Title: EXHIBIT “A” A FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of OptionWarrant) TO: Graymark HealthcareOpexa Therapeutics, Inc. 000 0000 Xxxxx Xxxxxxxx Xxxx XxxxxxXxxxx Xxx Xxxxxxxxx, Xxxxx 00000 Fax: (000) 000-0000 Xxxxxxxx XxxxThe undersigned holder of Warrant Certificate Number ________________ (the “Warrant Certificate”), Xxxxxxxx 00000 The undersigned, representing ­­­­­­­­­­­­­­­ Warrants (as defined in the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, and to purchase thereunder, Shares Warrant Certificate) of Graymark HealthcareOpexa Therapeutics, Inc. (the “Company”), which Warrant Certificate is being delivered herewith, hereby irrevocably elects to purchase ______________ Shares (as defined in the Warrant Certificate), and herewith makes payment of $ _________________ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all in accordance with the Option AgreementWarrant Certificate and the Warrant Agreement referred to in the Warrant Certificate. DatedCertificates for the Shares shall be issued in the name of ________________ and delivered to the following address: By: Name: Social Security Number or Tax Identification Number: Date: (Signature must conform in all respects to name of Holder as specified on the face of the Option Warrant Certificate) Address Social Security Number or Tax Identification Number EXHIBIT B FORM OF SUBSCRIPTION (CASHLESS EXERCISE) TO: Opexa Therapeutics, Inc. 0000 Xxxxx Xxxxxxxx Xxxx Xxxxx Xxx Xxxxxxxxx, Xxxxx 00000 Fax: (000) 000-0000 The undersigned holder of Warrant Certificate number _________________ (the “Warrant Certificate”), representing ____________________ Warrants (as defined in the Warrant Certificate) of Opexa Therapeutics, Inc. (the “Company”), which Warrant Certificate is being delivered herewith, hereby irrevocably elects to exercise (on a cashless exercise basis in accordance with the formula set forth in Section 2.3 of the Warrant Agreement referred to in the Warrant Certificate (the “Warrant Agreement”)) the Warrant Certificate with respect to __________________ Shares (Address) (as defined in the Warrant Certificate), all in accordance with the Warrant Certificate and the Warrant Agreement. Certificates for the Shares shall be issued in the name of _____________________ and delivered to the following address: By: Name: Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: Date: (Signature must conform in all respects to name of Holder as specified on the face of the Option AgreementWarrant Certificate) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)Number

IN WITNESS HEREOF. the parties hereto have caused executed this Agreement to be duly executed, as of on the day and year first above written. “Company” GRAYMARK HEALTHCARE, INCEffective Date. By: Xxxxxxx Xxxxxx Chief Executive Officer DateBy: January _Name: Name: Title: Title: EXHIBIT A PERMIT NO. APPLICATION AND PERMIT To: [ ] [ ] [ ] In Accordance with the terms of the Pole Attachment Agreement, dated , 201_, 2010 “Option Holder” MIRADOR CONSULTING, INC[ ] hereby applies for a permit to make Attachments to the poles identified below. By: Xxxxx X. Xxxx, President Date: January __, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersigned, the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, It has obtained all necessary consents or permits from private property owners and to purchase thereunder, Shares of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all governmental authorities in accordance with Article [ ] of the Option Pole Attachment Agreement. Dated: (Signature must conform in all respects LOCATION No. Poles Attached By Title Licensee A permit is issued on 201_, to name of Holder as specified place the above described attachment(s) on the face identified pole(s), subject to Licensee’s acceptance of any changes or rearrangements detailed on the attached sheet, at an estimated cost of $ , for SESD’s rearrangements. Acceptance should be indicated on this form and returned to SESD within sixty (60) days from the date hereof, failing which the permission hereby granted permit shall automatically be revoked. [ ] by: Title To: The above mentioned changes and rearrangements are accepted by Licensee on , 20 , and the costs hereof will be paid to SESD in accordance with Article VI of the Option Pole Attachment Agreement) (Address) (Social Security Number or Tax Identification Number) . By Title EXHIBIT “B” FORM B NOTIFICATION OF ASSIGNMENT (To be exercised by ATTACHMENT BY LICENSEE , 201_ To: [ ] [ ] [ ] In accordance with the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address terms of transferee) the Option Pole Attachment Agreement, together dated , 20 , pole attachment information is shown below: Location (Street name) Total Poles Attached By Title Notice Acknowledged , 201_ By Title SESD Notice No. EXHIBIT C NOTIFICATION OF REMOVAL BY LICENSEE To: [ ] [ ] [ ] In accordance with all rightthe terms of Pole Attachment Agreement, title and interest thereindated , and does hereby irrevocably constitute and appoint Attorney20 , to transfer please cancel the Option Agreement Permit for the following pole(s) from which Attachments(s) were removed on the books of Graymark Healthcare, Inc., with full power of substitution20 . Dated: Location (Signature must conform in all respects to name of Holder as specified on the face of the Option AgreementStreet name) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)Total Poles Discontinued By Title Licensee Notice Acknowledged

IN WITNESS HEREOF. the parties hereto have caused this Agreement to be duly executed, set their hands and seals as of the day and year date first above writtenset forth above. “Company” GRAYMARK HEALTHCAREBROKER/DEALER: J.V.B. FINANCIAL GROUP, INC. LLC By: /s/ Xxxxxxx Xxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Chief Executive Financial Officer DateLENDER: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. BYLINE BANK By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. XxxxXxxx Title: Senior Vice President [Signature Page to Revolving Note and Cash Subordination Agreement] FINRA Form REV - 33R EXHIBIT A REVOLVING NOTE $17,500,000 October 28, President Date: January __, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx XxxxXxxxxxx, Xxxxxxxx 00000 The undersignedFor value received, J.V.B. Financial Group, LLC (“Broker/Dealer”) hereby promises to pay to the order of Byline Bank (“Lender”) on the 28th day of October, 2022 (“Scheduled Maturity Date”), the Option Holder, hereby irrevocably elects to exercise principal sum of the purchase right provided aggregate unpaid principal amount of all Advances made by the Option Lender to the Broker/Dealer under the terms of a Revolving Note and Cash Subordination Agreement forbetween the Broker/Dealer and the Lender, and to purchase thereunderdated October 28, Shares of Graymark Healthcare, Inc. 2020 (the “CompanyAgreement”), as shown on the attached schedule. Such sum shall not exceed Seventeen Million Five Hundred Thousand Dollars ($17,500,000). The Broker/Dealer also promises to pay interest on the unpaid principal amount of each Advance hereunder from the date of each such Advance until maturity (whether by acceleration or otherwise) and, after maturity, until paid, at the rate per annum agreed upon by the Broker/Dealer and herewith makes payment the Lender at the time of $ thereforany Advance, said interest to be payable upon the maturity of the Advance. This Revolving Note is subject in all respects to the provisions of the Agreement, which are deemed to be incorporated herein and requests that a copy of which may be examined at the certificates for such securities principal office of the Broker/Dealer. All principal and interest payable hereunder shall be issued in the name of, due and delivered to, whose address is , all payable in accordance with the Option terms of the Agreement. Dated: (Signature must conform Principal and interest payments shall be in all respects to name of Holder as specified on the face money of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To United States of America, lawful at such times for the satisfaction of public and private debts. The Broker/Dealer promises to pay costs of collection, including reasonable attorney's fees, if default is made in the payment of this Revolving Note. The terms and provisions of this Revolving Note shall be exercised governed by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face applicable laws of the Option Agreement) Address State of Assignee: (Social Security Number or Tax Identification Number of Assignee)Illinois.

IN WITNESS HEREOF. the parties hereto have caused this Agreement to be duly executed, set their hands and seals as of the day and year date first above writtenset forth above. “Company” GRAYMARK HEALTHCAREBROKER/DEALER: J.V.B. FINANCIAL GROUP, INC. LLC By: /s/ Dxxxxxx Xxxxxxx Xxxxxx Name: Dxxxxxx Xxxxxxx Title: Chief Executive Financial Officer DateLENDER: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. BYLINE BANK By: Xxxxx X. Xxxx/s/ Sxxxx Xxxx Name: Sxxxx Xxxx Title: Senior Vice President [Signature Page to Revolving Note and Cash Subordination Agreement] FINRA Form REV - 33R EXHIBIT A AMENDED AND RESTATED REVOLVING NOTE $25,000,000 December 21, President Date: January __, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx2000 Xxxxxxx, Xxxxxxxx 00000 The undersignedFor value received, J.V.B. Financial Group, LLC (“Broker/Dealer”) hereby promises to pay to the order of Byline Bank (“Lender”) on December 21, 2023 (“Scheduled Maturity Date”), the Option Holder, hereby irrevocably elects to exercise principal sum of the purchase right provided aggregate unpaid principal amount of all Advances made by the Option Lender to the Broker/Dealer under the terms of that certain Amended and Restated Revolving Note and Cash Subordination Agreement forbetween the Broker/Dealer and the Lender, and to purchase thereunderdated December 21, Shares of Graymark Healthcare, Inc. 2021 (the “CompanyAgreement”), as shown on the attached schedule. Such sum shall not exceed Twenty Five Million Dollars ($25,000,000). The Broker/Dealer also promises to pay interest on the unpaid principal amount of each Advance hereunder from the date of each such Advance until maturity (whether by acceleration or otherwise) and, after maturity, until paid, at the rate per annum agreed upon by the Broker/Dealer and herewith makes payment the Lender at the time of $ thereforany Advance, said interest to be payable upon the maturity of the Advance. This Revolving Note is subject in all respects to the provisions of the Agreement, which are deemed to be incorporated herein and requests that a copy of which may be examined at the certificates for such securities principal office of the Broker/Dealer. All principal and interest payable hereunder shall be issued in the name of, due and delivered to, whose address is , all payable in accordance with the Option terms of the Agreement. Dated: (Signature must conform Principal and interest payments shall be in all respects to name of Holder as specified on the face money of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To United States of America, lawful at such times for the satisfaction of public and private debts. The Broker/Dealer promises to pay costs of collection, including reasonable attorney's fees, if default is made in the payment of this Revolving Note. The terms and provisions of this Revolving Note shall be exercised governed by the Option Holder if applicable laws of the Option Holder desires to transfer State of Illinois. This Amended and Restated Revolving Note (the Option Agreement.“Note”) FOR VALUE RECEIVED hereby sellsis a substitute and replacement for, assigns and transfers unto but not repayment of, that certain Revolving Note dated October 28, 2020, in the original principal amount of $17,500,000 (Print name and address the “Prior Note”), in favor of transferee) the Option Agreement, together with all right, title and interest thereinByline Bank, and does hereby irrevocably not and shall not be deemed to constitute a novation therefor. Such Prior Note shall be of no further force and appoint Attorneyeffect upon execution and delivery of this Note, provided, however, that the obligation to transfer repay the Option Agreement on principal, interest and other obligations evidenced by the books Prior Note shall continue in full force and effect but shall now be governed by the terms of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)this Note.

IN WITNESS HEREOF. the parties hereto have caused this Agreement to be duly executed, as of the day and year first above written. “Company” GRAYMARK HEALTHCAREOpexa Therapeutics, INC. Inc. By: Xxxxxxx Xxxxxx Chief Executive Officer DateName: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. ByTitle: Xxxxx X. Xxxx, President Date: January __, 2010 EXHIBIT “A” A FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of OptionWarrant) TO: Graymark HealthcareOpexa Therapeutics, Inc. 000 0000 Xxxxx Xxxxxxxx Xxxx XxxxxxXxxxx Xxx Xxxxxxxxx, Xxxxx 00000 Fax: (000) 000-0000 Xxxxxxxx XxxxThe undersigned holder of Warrant Certificate Number ________________ (the “Warrant Certificate”), Xxxxxxxx 00000 The undersigned, representing ­­­­­­­­­­­­­­­ Warrants (as defined in the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, and to purchase thereunder, Shares Warrant Certificate) of Graymark HealthcareOpexa Therapeutics, Inc. (the “Company”), which Warrant Certificate is being delivered herewith, hereby irrevocably elects to purchase ______________ Shares (as defined in the Warrant Certificate), and herewith makes payment of $ _________________ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all in accordance with the Option AgreementWarrant Certificate and the Warrant Agreement referred to in the Warrant Certificate. DatedCertificates for the Shares shall be issued in the name of ________________ and delivered to the following address: By: Name: Social Security Number or Tax Identification Number: Date: (Signature must conform in all respects to name of Holder as specified on the face of the Option Warrant Certificate) Address Social Security Number or Tax Identification Number EXHIBIT B FORM OF SUBSCRIPTION (CASHLESS EXERCISE) TO: Opexa Therapeutics, Inc. 0000 Xxxxx Xxxxxxxx Xxxx Xxxxx Xxx Xxxxxxxxx, Xxxxx 00000 Fax: (000) 000-0000 The undersigned holder of Warrant Certificate number _________________ (the “Warrant Certificate”), representing ____________________ Warrants (as defined in the Warrant Certificate) of Opexa Therapeutics, Inc. (the “Company”), which Warrant Certificate is being delivered herewith, hereby irrevocably elects to exercise (on a cashless exercise basis in accordance with the formula set forth in Section 2.3 of the Warrant Agreement referred to in the Warrant Certificate (the “Warrant Agreement”)) the Warrant Certificate with respect to __________________ Shares (Address) (as defined in the Warrant Certificate), all in accordance with the Warrant Certificate and the Warrant Agreement. Certificates for the Shares shall be issued in the name of _____________________ and delivered to the following address: By: Name: Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: Date: (Signature must conform in all respects to name of Holder as specified on the face of the Option AgreementWarrant Certificate) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)Number

IN WITNESS HEREOF. the parties hereto have caused this Agreement to be duly executed, as of the day and year first above written. “Company” GRAYMARK HEALTHCAREPRODUCTIONS, INC. By: Xxxxxxx Xxxxxx Chief Executive Officer DateXxxx Xxxxxxxxx, President Attest: January __Xxxx X. Xxxx, 2010 “Option Holder” MIRADOR CONSULTINGSecretary Viewtrade FINANCIAL, INC. By: Xxxxx X. XxxxName: Title: GRAYMARK PRODUCTIONS, President INC. WARRANT CERTIFICATE THE WARRANTS REPRESENTED BY THIS CERTIFICATE AND THE OTHER SECURITIES ISSUABLE UPON EXERCISE THEREOF MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO (i) AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, (ii) TO THE EXTENT APPLICABLE, RULE 144 UNDER SUCH ACT (OR ANY SIMILAR RULE UNDER SUCH ACT RELATING TO THE DISPOSITION OF SECURITIES), OR (iii) AN OPINION OF COUNSEL, IF SUCH OPINION SHALL BE REASONABLY SATISFACTORY TO COUNSEL FOR THE ISSUER, THAT AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT IS AVAILABLE. THE TRANSFER OR EXCHANGE OF THE WARRANTS REPRESENTED BY THIS CERTIFICATE IS RESTRICTED IN ACCORDANCE WITH THE WARRANT AGREEMENT REFERRED TO HEREIN. EXERCISABLE ON OR BEFORE 5:30 P.M., EASTERN TIME ON , 2004 NO. PAW- Placement Agent Warrants This Warrant Certificate certifies that , or registered assigns, is the registered holder of Placement Agent Warrants of GrayMark Productions, INC. (the "Company"). Each Placement Agent Warrant permits the Holder hereof to purchase initially, at any time from October 30, 2004 ("Purchase Date: January __") until 5:30 p.m. Eastern Time on October 30, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION 2008 (CASH EXERCISE"Expiration Date"), one (1) share of the Company's Common Stock at the initial exercise price, subject to adjustment in certain events (To be signed only upon the "Exercise Price"), of $1.10 per share. Any exercise of Option) TO: Graymark HealthcarePlacement Agent Warrants shall be effected by surrender of this Warrant Certificate and payment of the Exercise Price at an office or agency of the Company, Inc. 000 Xxxx Xxxxxxbut subject to the conditions set forth herein and in the Placement Agent Agreement dated August 11, Xxxxx 0000 Xxxxxxxx Xxxx2003 and as amended pursuant to Amendment dated September 19, Xxxxxxxx 00000 The undersigned2003, between the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, Company and to purchase thereunder, Shares of Graymark HealthcareViewtrade Financial, Inc. (the “"Warrant Agreement"). Payment of the Exercise Price shall be made by certified check or official bank check in New York Clearing House funds payable to the order of the Company in the event there is no cashless exercise pursuant to Section 3.1(ii) of the Warrant Agreement. The Placement Agent Warrants are also referred to as "Warrants". No Warrant may be exercised after 5:30 p.m., Eastern Time, on the Expiration Date, at which time all Warrants evidenced hereby, unless exercised prior thereto, hereby shall thereafter be void. The Warrants evidenced by this Warrant Certificate are part of a duly authorized issue of Warrants issued pursuant to the Placement Agent Warrant Agreement, which Placement Agent Warrant Agreement is hereby incorporated by reference in and made a part of this instrument and is hereby referred to for a description of the rights, limitation or rights, obligations, duties and immunities thereunder of the Company and the holders (the words "holders" or "holder" meaning the registered holders or registered holder) of the Warrants. The Placement Agent Warrant Agreement provides that upon the occurrence of certain events, the Exercise Price and the type and/or number of the Company”'s securities issuable thereupon may, subject to certain conditions, be adjusted. In such event, the Company will, at the request of the holder, issue a new Warrant Certificate evidencing the adjustment in the Exercise Price and the number and/or type of securities issuable upon the exercise of the Warrants; provided, however, that the failure of the Company to issue such new Warrant Certificates shall not in any way change, alter, or otherwise impair, the rights of the holder as set forth in the Placement Agent Warrant Agreement. Upon due presentment for registration or transfer of this Warrant Certificate at an office or agency of the Company, a new Warrant Certificate or Warrant Certificates of like tenor and evidencing in the aggregate a like number of Warrants shall be issued to the transferee(s) in exchange for this Warrant Certificate, subject to the limitations provided herein and in the Placement Agent Warrant Agreement, without any charge except for any tax or other governmental charge imposed in connection with such transfer. Upon the exercise of less than all of the Warrants evidenced by this Certificate, the Company shall forthwith issue to the holder hereof a new Warrant Certificate representing such number of unexercised Warrants. The Company may deem and treat the registered holder(s) hereof as the absolute owner(s) of this Warrant certificate (notwithstanding any notation of ownership or other writing hereon made by anyone), and herewith makes payment for the purpose of $ thereforany exercise hereof, and requests that of any distribution to the certificates holder(s) hereof, and for such securities all other purposes, and the Company shall not be issued affected by any notice to the contrary. All terms used in this Warrant Certificate which are defined in the name of, and delivered to, whose address is , all Placement Agent Warrant Agreement shall have the meanings assigned to them in accordance with the Option Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Placement Agent Warrant Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)

IN WITNESS HEREOF. the parties hereto have caused set their hands and seals this Agreement to be duly executed31st day of December, as of the day and year first above written1998. “Company” GRAYMARK HEALTHCARE, INC. ByBy:/s/ Stephen J. DiLascio By:/s/ Laura R. Singer Name: Xxxxxxx Xxxxxx Chief Executive Officer DateX. XxXxxxio Name: January Xxxxx X. Xxxxer Titlx : Xxxxxxxxx Xxxxxers, L.L.C. Titlx: Xxxxxxxx Xxxcount Brokers (Organization) Group, Inc. (Lender) EXHIBIT 99.8 May __, 2010 “Option Holder” MIRADOR CONSULTING, INC1999 BT Alex. By: Xxxxx X. Xxxx, President Date: January __, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersigned, the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, and to purchase thereunder, Shares of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all in accordance with the Option Agreement. Dated: (Signature must conform in all respects to name of Holder Brown Incorporated as specified on the face Representatives of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sellsSeveral Underwriters c/o XX Xlex. Brown Incorporated One South Street Baltimore, assigns and transfers unto (Print name and address Maryland 21202 Re: National Xxxxxxxx Xxxxxxx Xxxxx, Xxx. Xxxxxx-xx Xxxlic Offering I am an executive officer, director and/or shareholder of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark HealthcareNational Discount Brokers Group, Inc., with full power a Delaware corporation ("NDBG"), Sherwood Securities Corp. or Triak Services Corp. (collectively, the "Company"). I hereby agree and represent to you that, without the prior written approval of substitutionBT Alex. Dated: Brown Incorporated, I will not directly or indirectly make or xxxxe any offering, sale, short sale, hypothecation, pledge or other disposition of any shares of common stock of NDBG (Signature must conform in all respects to name the "Common Stock") or any securities convertible into or exercisable or exchangeable for shares of Holder as specified Common Stock or derivative of Common Stock that I own either of record or beneficially on the face date hereof, and of which I have the power to control the disposition, other than (i) gifts of shares of the Option AgreementCommon Stock if the donee agrees in writing to be bound by the terms of this letter; (ii) Address transfer(s) to NDBG for the purpose of Assignee: either exercising options to acquire the Common Stock or paying taxes related to such exercise; or (Social Security Number iii) transfer(s) of shares of Common Stock or Tax Identification Number options to acquire Common Stock granted by NDBG to a spouse, a child of Assigneemine or a trust for the benefit of my children so long as the recipient or a guardian or parent in the care of a minor child agrees to be bound by the terms of this letter with respect to such transferred shares or options from this date to a date 180 days after the effective date of the Registration Statement, Form S-3 (File No. 333-__________) filed by NDBG with the United States Securities and Exchange Commission under the Securities Act of 1933, as amended. I recognize that you and NDBG are relying on my representations and agreement contained in this letter in entering into underwriting arrangements with respect to the offering contemplated by such Registration Statement, as amended. Very truly yours, ==================================== (print name)

IN WITNESS HEREOF. the parties hereto have Issuer has caused this Agreement Debenture to be duly executed. DATED: _______, as of the day and year first above written. “Company” GRAYMARK HEALTHCARE, INC20__ PXRE GROUP LTD. By: Xxxxxxx Xxxxxx Chief Executive Officer Date_________________________ Name: January Title: TRUSTEE'S CERTIFICATE OF AUTHENTICATION This is one of the Debentures referred to in the within-mentioned Junior Subordinated Indenture DATED: _______, 2010 “Option Holder” MIRADOR CONSULTING20__ WILMINGTON TRUST COMPANY, INC. as Trustee By: Xxxxx X. Xxxx, President Date: January _________________________ Authorized Signatory REVERSE OF SECURITY This debenture is one of a duly authorized issue of ___% Junior Subordinated Debentures due ________, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION 20__ (CASH EXERCISEthe "Debentures") of the Issuer. The Debentures are issuable under a Junior Subordinated Indenture, dated as of _________, 20__, between PXRE Group Ltd. (the "Issuer") and Wilmington Trust Company, as Trustee (the "Trustee," which term includes any successor trustee under the Junior Subordinated Indenture) (To be signed only upon exercise the "Junior Subordinated Indenture"), to which Junior Subordinated Indenture reference is hereby made for a statement of Option) TO: Graymark Healthcarethe respective rights, Inc. 000 Xxxx Xxxxxxlimitations of rights, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersignedduties and immunities of the Issuer, the Option HolderTrustee and holders of the Debentures and the terms upon which the Debentures are, hereby irrevocably elects and are to exercise be, authenticated and delivered. The Issuer has appointed Wilmington Trust Company at its corporate trust office in The City of New York as the purchase right provided paying agent (the "Paying Agent," which term includes any additional or successor Paying Agent appointed by the Option Agreement forIssuer) with respect to the Debentures. To the extent not inconsistent herewith, the terms of the Junior Subordinated Indenture are hereby incorporated by reference herein. Capitalized terms not otherwise defined herein have the meaning given to such terms in the Junior Subordinated Indenture. This Debenture may be redeemed at the option of the Issuer (i) on or after _____, 20__ in whole at any time or in part from time to time and (ii) prior to purchase thereunder_______, Shares 20__, in whole (but not in part) at any time within 90 days following the occurrence and continuation of Graymark Healthcare, Inc. a Tax Event or an Investment Company Event (the “Company”"90-Day Period"), in each case at a redemption price equal to the accrued and herewith makes payment unpaid interest on and any Additional Amounts with respect to the Debentures so redeemed to the date fixed for redemption, plus 100% of $ thereforthe principal amount thereof (the "Redemption Price"). Notice of redemption shall be mailed to the registered holders of the Debentures designated for redemption at their addresses as the same shall appear on the Debenture register not less than 30 or no more than 60 days prior to the date fixed for redemption, subject to all the conditions and requests that provisions of the certificates Junior Subordinated Indenture. In the event of redemption of this Debenture in part only, a new Debenture or Debentures for such securities the amount of the unredeemed portion hereof shall be issued in the name ofof the holder hereof upon the cancellation hereof. The Issuer's right to redeem the Debentures under clause (ii) of the preceding paragraph shall be subject to the condition that if at the time there is available to the Issuer or PXRE Capital Trust IV (the "Issuer Trust," the terms of which have been established pursuant to the Amended and Restated Trust Agreement dated as of _______, 20__, among the Issuer, as sponsor, Wilmington Trust Company, as Property Trustee, the Administrators and delivered tothe several Holders party thereto, whose address the "Trust Agreement") the opportunity to eliminate, within the 90-Day Period, the Tax Event or Investment Company Event by taking some ministerial action ("Ministerial Action"), such as filing a form or making an election, or pursuing some other similar reasonable measure that will have no adverse effect on the Issuer, the Issuer Trust or the holders of the securities issued by the Issuer Trust and will involve no material cost, the Issuer shall pursue such measures in lieu of redemption; provided further, that the Issuer shall have no right to redeem the Debentures while the Issuer Trust is pursuing any Ministerial Action pursuant to the Trust Agreement. The Redemption Price shall be paid prior to 12:00 noon, all in accordance New York time, on the date of such redemption or such earlier time as the Issuer determines; provided, that the Issuer shall deposit with the Option AgreementTrustee an amount sufficient to pay the Redemption Price prior to the redemption date. Dated: (Signature must conform in all respects 77 In addition, if a Tax Event occurs, then the Issuer will have the right prior to name of Holder as specified on the face termination of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint AttorneyIssuer Trust, to transfer advance the Option Agreement Stated Maturity of this Debenture to the minimum extent required in order to allow for the payments of interest and any Additional Amounts with respect to this Debenture to continue to be tax deductible to the Issuer, but in no event shall the resulting maturity of this Debenture be less than 15 years from the date of original issuance thereof. The Stated Maturity shall be advanced only if, in the opinion of counsel to the Issuer, experienced in such matters, (a) after advancing the Stated Maturity, interest paid on this Debenture will be deductible for United States federal income tax purposes and (b) advancing the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform Stated Maturity will not result in all respects a taxable event to name of Holder as specified on the face holders of the Option Agreement) Address Capital Securities. The Issuer shall give the Trustee notice of Assignee: (Social Security Number or Tax Identification Number such advancement and the Trustee shall then give notice to the Holders of Assignee)the Debentures between 30 and 60 days before the effectiveness of such advancement.

IN WITNESS HEREOF. the parties hereto have caused this Agreement Note has been executed by Maker and delivered to be duly executed, Holder as of the day and year date first above written. “Company” GRAYMARK HEALTHCAREXxxx X. Xxxxxxx, INC. D.M.D. Orthodontic Group, P.A. By: Xxxxxxx Xxxxxx Chief Executive Officer Date: January __Xxxx X. Xxxxxxx, 2010 “Option Holder” MIRADOR CONSULTING, INC. By: Xxxxx X. XxxxD.M.D., President Date: January __, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of Option) TO: Graymark HealthcareSebring Software, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersigned, hereby guarantees the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, and to purchase thereunder, Shares timely payment obligations of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all Maker in accordance with the Option Agreementterms of this Note. DatedSebring Software, Inc., a Nevada corporation By: Xxxx Xxxxxxxx, President Exhibit “A-2” Operating Assets Promissory Note This note and THE SHARES OF COMMON STOCK INTO WHICH THIS NOTE IS CONVERTIBLE (Signature must conform COLLECTIVELY, THE “NOTE SECURITIES”) have not been registered under the Securities Act of 1933, as amended (the “Act”), or the securities laws of any state, and have been issued in all respects reliance on exemptions from registration thereunder. The NOTE securities May not be offered, sold, pledged or otherwise transferred without registration under the Act or under any applicable state securities laws, unless the SEBRING (as defined below) receives an opinion of counsel satisfactory to name of Holder as specified on the face of the Option Agreement) SEBRING that an exemption from such registration is available. THE SHARES OF COMMON STOCK INTO WHICH THIS NOTE IS CONVERTIBLE ARE SUBJECT TO THE RESTRICTIONS IMPOSED BY THAT CERTAIN SHARE RESTRICTION AGREEMENT BETWEEN SEBRING, HOLDER AND THE OTHER PARTIES REFERENCED THEREIN DATED AS OF THE DATE HEREOF. PROMISSORY NOTE Original Issue Date: December ___, 2013 Principal Amount: $255,593.73 (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.USD) FOR VALUE RECEIVED hereby sellsRECEIVED, assigns Sebring Management FL, LLC, a Florida limited liability company (“Maker”), located at 0000 Xxxxxxxxx Xxxx, Xxxxxxxx, XX 00000, promises to pay to Implant, General & Cosmetic Dentistry of Tampa Bay, P.A., a Florida corporation (“Holder”), located at 0000 Xxxx Xxx Xx., Xxxxx, XX, or at such other location as Holder may designate from time to time in a written notice provided to Maker, the principal amount of Two Hundred Fifty Five Thousand Five Hundred and transfers unto Ninety Three Dollars and Seventy Three Cents (Print name $255,593.73) (the “Principal Amount”), upon the terms and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitutionconditions specified below. Dated: (Signature must conform in all respects to name of Holder This Promissory Note is issued as specified on the face of the Option date set forth above (the “Original Issue Date”) pursuant to an Asset Purchase Agreement (the “Purchase Agreement”) Address of Assignee: by and among Maker, Holder, Hani “Xxx” Xxxxxx, D.D.S. and Xxxx X. Xxxxxxx, D.M.D. Orthodontic Group, P.A., a Florida corporation (Social Security Number or Tax Identification Number of Assignee“OGPA”). Capitalized terms used but not otherwise defined in this Note shall have the meanings ascribed thereto in the Purchase Agreement.

IN WITNESS HEREOF. the parties hereto have caused set their hands and seals this Agreement to be duly executed8th day of April, as of the day and year first above written. “Company” GRAYMARK HEALTHCARE, INC2011. By: /s/ Xxxx X. Xxxxxxx Xxxxxx Chief Executive Officer Date: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. By: /s/ Xxxxx Xxxxx Name: Xxxx X. Xxxx, Xxxxxxx Name: Xxxxx Xxxxx Title: Director & Co-President DateTitle: January __, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION Senior Vice President (CASH EXERCISEBroker/Dealer) (To be signed only upon exercise Lender) JMP Securities LLC City National Bank FINRA Form REV - 33R EXHIBIT A REVOLVING NOTE For value received, JMP Securities LLC, a Delaware limited liability company ("Broker/Dealer") hereby promises to pay to the order of OptionCity National Bank, a national banking association ("Lender") TO: Graymark Healthcareon the 8th day of April, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersigned, the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, and to purchase thereunder, Shares of Graymark Healthcare, Inc. 2013 (the “CompanyScheduled Maturity Date”), the principal sum of the aggregate unpaid principal amount of all Advances made by the Lender to the Broker/Dealer under the terms of a Revolving Note And Cash Subordination Agreement between the Broker/Dealer and herewith makes payment the Lender, dated the 8th day of $ thereforApril, 2011 (the "Agreement"), as shown on the attached schedule. Such sum shall not exceed $20,000,000. The Broker/Dealer also promises to pay interest on the unpaid principal amount of each Advance hereunder from the date of each such Advance until maturity (whether by acceleration or otherwise) and, after maturity, until paid, at the rate per annum agreed upon by the Broker/Dealer and requests that the certificates for such securities Lender at the time of any Advance, said interest to be issued payable upon the maturity of the Advance. This Revolving Note is subject in all respects to the name ofprovisions of the Agreement, which are deemed to be incorporated herein and delivered to, whose address is , all a copy of which may be examined at the principal office of the Broker/Dealer. All principal and interest payable hereunder shall be due and payable in accordance with the Option terms of the Agreement. Dated: (Signature must conform Principal and interest payments shall be in all respects to name of Holder as specified on the face money of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To United States of America, lawful at such times for the satisfaction of public and private debts. The Broker/Dealer promises to pay costs of collection, including reasonable attorney's fees, if default is made in the payment of this Revolving Note. The terms and provisions of this Revolving Note shall be exercised governed by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face applicable laws of the Option Agreement) Address State of Assignee: (Social Security Number or Tax Identification Number of Assignee)California.

IN WITNESS HEREOF. the parties hereto have caused this Agreement to be duly executed, as of the day and year first above written. “Company” GRAYMARK HEALTHCAREPRODUCTIONS, INC. By: Xxxxxxx Xxxxxx Xxxx Xxxxxxxxx, Chief Executive Officer “Warrant Holder” Signature for an individual, including joint tenants and tenants in common: (Signature) (Signature) Name (typed or printed) Name (typed or printed) Date: January __October 25, 2010 “Option Holder” MIRADOR CONSULTING, INC2005. By: Xxxxx X. Xxxx, President Date: January __October 25, 2010 2005. EXHIBIT “”A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of OptionWarrant) TO: Graymark HealthcareGrayMark Productions, Inc. 000 Xxxx XxxxxxXxxxx Xxxxxxxx, Xxxxx 0000 Xxxxxxxx XxxxSuite 920 Oklahoma City, Xxxxxxxx 00000 Oklahoma 73102 The undersigned, the Option Warrant Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Warrant Agreement for, and to purchase thereunder, Shares of Graymark HealthcareGrayMark Productions, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, , whose address is , all in accordance with the Option Warrant Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Warrant Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “”B” FORM OF SUBSCRIPTION (CASHLESS EXERCISE) (To be signed only upon exercise of Warrant) TO: GrayMark Productions, Inc. 000 Xxxxx Xxxxxxxx, Suite 920 Oklahoma City, Oklahoma 73102 The undersigned, the Warrant Holder, hereby irrevocably elects the cashless exercise of the purchase right provided by the Warrant Agreement for, and to purchase thereunder, Shares of the Company in accordance with the formula provided at Section 3 of the Warrant Agreement. The undersigned requests that the certificates for such Shares be issued in the name of, and delivered to, , whose address is, , all in accordance with the Warrant Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Warrant Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT ”C” FORM OF ASSIGNMENT (To be exercised by the Option Warrant Holder if the Option Warrant Holder desires to transfer the Option Warrant Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Warrant Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Warrant Agreement on the books of Graymark HealthcareGrayMark Productions, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Warrant Agreement) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)

IN WITNESS HEREOF. the parties hereto have caused this Agreement to be duly executed, as of the day and year first above written. “Company” GRAYMARK HEALTHCARE, INC. By: Xxxxxxx Xxxxxx Chief Executive Officer Date: January __, 2010 “Option Holder” MIRADOR CONSULTINGOPEXA THERAPEUTICS, INC. By: Xxxxx X. Xxxx, President DateXxXxxxxxxx Chief Executive Officer HOLDER By: January __, 2010 Title EXHIBIT “A” A FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of OptionWarrants) TO: Graymark HealthcareOpexa Therapeutics, Inc. 000 Xxxx Xxxxxx0000 Xxxxx Xxxxxxxx Xxxxx Xxxxx Xxx Xxxxxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersignedundersigned holder of Warrant Certificate Number __________ (the “Warrant Certificate”), representing the Option Holder, hereby irrevocably elects right to exercise acquire _____________ Public Warrants (as defined in the purchase right provided by Warrant Agreement referred to in the Option Agreement for, and to purchase thereunder, Shares Warrant Certificate) of Graymark HealthcareOpexa Therapeutics, Inc. (the “Company”), which Warrant Certificate is being delivered herewith, hereby irrevocably elects to purchase ___________ Public Warrants, and herewith makes payment of $ $___________ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all in accordance with the Option AgreementWarrant Certificate and the Warrant Agreement referred to in the Warrant Certificate. DatedCertificates for the Public Warrants shall be issued in the name of _________________ and delivered to the following address: By: Name: Social Security Number or Tax Identification Number: Date: (Signature must conform in all respects to name of Holder as specified on the face of the Option AgreementWarrant Certificate) Address Social Security Number or Tax Identification Number EXHIBIT B FORM OF SUBSCRIPTION (AddressCASHLESS EXERCISE) TO: Opexa Therapeutics, Inc. 0000 Xxxxx Xxxxxxxx Xxxxx Xxxxx Xxx Xxxxxxxxx, Xxxxx 00000 The undersigned holder of Warrant Certificate Number __________ (the “Warrant Certificate”), representing the right to acquire _____________ Public Warrants (as defined in the Warrant Agreement referred to in the Warrant Certificate ) of Opexa Therapeutics, Inc. (the “Company”), which Warrant Certificate is being delivered herewith, hereby irrevocably elects to exercise (on a cashless exercise basis in accordance with the formula set forth in Section 2.3 of the Warrant Agreement referred to in the Warrant Certificate) the Warrant Certificate with respect to ___________ Public Warrants, all in accordance with the Warrant Certificate and the Warrant Agreement referred to in the Warrant Certificate. Certificates for the Public Warrants shall be issued in the name of _________________ and delivered to the following address: By: Name: Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: Date: (Signature must conform in all respects to name of Holder as specified on the face of the Option AgreementWarrant Certificate) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)Number

IN WITNESS HEREOF. the parties hereto have caused undersigned has executed this Agreement to be duly executed, certificate as of the ___ day and year first above written. “Company” GRAYMARK HEALTHCAREof ____________, INC20__. By: Xxxxxxx Xxxxxx Chief Executive Officer Date: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. By: Xxxxx X. Xxxx, President Date: January __, 2010 ___________________________ Name: Title: EXHIBIT “A” D FORM OF SUBSCRIPTION ASSIGNMENT AGREEMENT This Assignment Agreement (CASH EXERCISE"Assignment") between Assignor and Assignee is executed and delivered pursuant to that certain Amended and Restated Credit Agreement dated as of December 8, 2003 and amended and restated as of December 23, 2003 (To be signed only upon exercise of Option) TO: Graymark Healthcareas amended, Inc. 000 Xxxx Xxxxxxmodified, Xxxxx 0000 Xxxxxxxx Xxxxsupplemented and in effect on the date hereof, Xxxxxxxx 00000 The undersigned(the "CREDIT AGREEMENT"), among Xxxxxx Petroleum Company, a Delaware corporation, the Option HolderLenders signatory thereto and Xxxxx Fargo Bank, National Association, a national banking association, as Administrative Agent for the Lenders. Capitalized terms used but not defined herein are as defined in the Credit Agreement. The Assignor named herein hereby irrevocably elects sells and assigns, without recourse, to exercise the purchase right provided Assignee named herein, and the Assignee hereby purchases and assumes, without recourse, from the Assignor, effective as of the Assignment Date (defined below) the interests set forth herein (the "Assigned Interest") in the Assignor's rights and obligations under the Credit Agreement, including, without limitation, the Loans which are outstanding on the Assignment Date, but excluding accrued interest and fees to and excluding the Assignment Date. The Assignee hereby acknowledges receipt of a copy of the Credit Agreement. From and after the Assignment Date (i) the Assignee shall be a party to and be bound by the Option provisions of the Credit Agreement forand, to the extent of the Assigned Interest, have the rights and obligations of a Lender thereunder and (ii) the Assignor shall, to the extent of the Assigned Interest, relinquish its rights and be released from its obligations under the Credit Agreement. This Assignment is being delivered to the Administrative Agent together with (i) if the Assignee is a foreign lender, any documentation required to be delivered by the Assignee pursuant to SECTION 4.05(D) of the Credit Agreement, duly completed and executed by the Assignee, and (ii) if the Assignee is not already a Lender under the Credit Agreement, any other documentation required by the Credit Agreement or any Loan Document, duly completed by the Assignee, to purchase thereunderBorrower, Shares the Administrative Agent and each Lender, as applicable. The Assignee shall pay the fee payable to the Administrative Agent pursuant to SECTION 12.06(b) of Graymark Healthcare, Inc. (the “Company”), Credit Agreement. This Assignment shall be governed by and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all construed in accordance with the Option Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face laws of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address State of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face New York including section 5-1401 of the Option Agreement) Address General Obligations Law of the State of New York, but otherwise without giving effect to principles of conflicts of laws. Date of Assignment: Legal Name of Assignor: Legal Name of Assignee: Assignee's Address for Notices: Effective Date of Assignment (Social Security Number or Tax Identification Number "Assignment Date"): Percentage Assigned of AssigneeFacility/Commitment (set forth, to at least 8 decimals, as a percentage of the Facility and the aggregate Commitments of all Lenders Facility Principal Amount Assigned thereunder) _____________________________ ______________________________ _________________________________ Commitment Assigned: _____________________________ $_____________________________ _________________________________ Loans: _____________________________ ______________________________ _________________________________ The terms set forth above are hereby agreed to: [NAME OF ASSIGNEE], AS ASSIGNEE By: ______________________________ Name: ______________________________ Title:______________________________ [NAME OF ASSIGNOR], AS ASSIGNOR By: ______________________________ Name: ______________________________ Title:______________________________ The undersigned hereby consent to this Assignment: XXXXXX PETROLEUM COMPANY By: ____________________________________________ Name: ____________________________________________ Title: ____________________________________________ XXXXX FARGO BANK, NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT By: ____________________________________________ Name: ____________________________________________ Title: ____________________________________________ EXHIBIT E-1 FORM OF LOAN INCREASE CERTIFICATE [_________], 200[__] To: Xxxxx Fargo Bank, National Association, as Administrative Agent The Borrower, the Administrative Agent and the other Agents and certain Lenders have heretofore entered into that certain Amended and Restated Credit Agreement, dated as of December 8, 2003 and amended and restated as of December 23, 2003, as amended from time to time (the "CREDIT AGREEMENT"). Capitalized terms not otherwise defined herein shall have the meaning given to such terms in the Credit Agreement. This Commitment Increase Certificate is being delivered pursuant to SECTION 2.02 of the Credit Agreement. Please be advised that the undersigned has agreed to increase its Commitment under the Credit Agreement effective [ ], 200[ ] from $[ ] to $[ ] and (b) that it shall continue to be a party in all respect to the Credit Agreement and the other Loan Documents. [The [Borrower/Lender] shall pay the fee payable to the Administrative Agent pursuant to SECTION ____ of the Credit Agreement.] Very truly yours, [ ] By: _______________________________ Name: _______________________________ Title: _______________________________ Accepted and Agreed: Xxxxx Fargo Bank, National Association, as Administrative Agent By: ________________________________ Name: ________________________________ Title: ________________________________ Accepted and Agreed: Xxxxxx Petroleum Company By: ________________________________ Name: ________________________________ Title: ________________________________ XXXXXXX X-0 FORM OF ADDITIONAL LENDER CERTIFICATE [_________], 200[___] To: Xxxxx Fargo Bank, National Association, as Administrative Agent The Borrower, the Administrative Agent and the other Lenders have heretofore entered into that certain Amended and Restated Credit Agreement, dated as of December 8, 2003 and amended and restated as of December 23, 2003, as amended from time to time (the "Credit Agreement"). Capitalized terms not otherwise defined herein shall have the meaning given to such terms in the Credit Agreement. This Additional Lender Certificate is being delivered pursuant to SECTION ___ of the Credit Agreement. Please be advised that the undersigned has agreed (a) to become a Lender under the Credit Agreement effective [ ], 200[ ] with a Commitment of $[ ] and (b) that it shall be a party in all respect to the Credit Agreement and the other Loan Documents. This Additional Lender Certificate is being delivered to the Administrative Agent together with (i) if the Additional Lender is a Foreign Lender, any documentation required to be delivered by such Additional Lender pursuant to SECTION 4.05(D) of the Credit Agreement, duly completed and executed by the Additional Lender[, and (ii) an Administrative Questionnaire in the form supplied by the Administrative Agent, duly completed by the Additional Lender]. [The [Borrower/Additional Lender] shall pay the fee payable to the Administrative Agent pursuant to SECTION ___ of the Credit Agreement.] Very truly yours, [ ] By: _______________________________ Name: _______________________________ Title:_______________________________ Accepted and Agreed: Xxxxx Fargo Bank, National Association, as Administrative Agent By: ________________________________ Name: ________________________________ Title: ________________________________ Accepted and Agreed: Xxxxxx Petroleum Company By: ________________________________ Name: ________________________________ Title: ________________________________

IN WITNESS HEREOF. the parties hereto have caused this Agreement to be duly executed, as of the day and year first above written. “Company” GRAYMARK HEALTHCARE, INC. By: Xxxxxxx Xxxxxx Chief Executive Officer Date: January __, 2010 “Option Holder” MIRADOR CONSULTING, INC. By: Xxxxx X. Xxxx, President Date: January __, 2010 EXHIBIT “A” FORM OF SUBSCRIPTION (CASH EXERCISE) (To be signed only upon exercise of Option) TO: Graymark Healthcare, Inc. 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxx, Xxxxxxxx 00000 The undersigned, the Option Holder, hereby irrevocably elects to exercise the purchase right provided by the Option Agreement for, and to purchase thereunder, Shares of Graymark Healthcare, Inc. (the “Company”), and herewith makes payment of $ therefor, and requests that the certificates for such securities be issued in the name of, and delivered to, whose address is , all in accordance with the Option Agreement. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) (Address) (Social Security Number or Tax Identification Number) EXHIBIT “B” FORM OF ASSIGNMENT (To be exercised by the Option Holder if the Option Holder desires to transfer the Option Agreement.) FOR VALUE RECEIVED hereby sells, assigns and transfers unto (Print name and address of transferee) the Option Agreement, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint Attorney, to transfer the Option Agreement on the books of Graymark Healthcare, Inc., with full power of substitution. Dated: (Signature must conform in all respects to name of Holder as specified on the face of the Option Agreement) Address of Assignee: (Social Security Number or Tax Identification Number of Assignee)