0000950123-11-072266 Sample Contracts

STOCKHOLDERS’ AGREEMENT
Stockholders' Agreement • August 3rd, 2011 • Homeland Security Capital CORP • General bldg contractors - residential bldgs • Delaware

THIS STOCKHOLDERS’ AGREEMENT (this “Agreement”) is entered into as of July 19, 2011 by and among Fiducia Real Estate Solutions, Inc., a Delaware corporation (the “Company”), the holders of common stock of the Company, $0.001 par value per share (the “Common Stock”), listed on Exhibit A attached hereto, as may be amended from time to time (the “Common Holders”), and the holders of Series A Convertible Preferred Stock of the Company, $0.001 par value per share (the “Series A Preferred Stock”), listed on Exhibit B attached hereto, as may be amended from time to time (the “Series A Holders” and, collectively with the Common Holders, the “Stockholders”).

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FORM OF TAX SHARING AGREEMENT
Tax Sharing Agreement • August 3rd, 2011 • Homeland Security Capital CORP • General bldg contractors - residential bldgs

This Tax Sharing Agreement (this “Agreement”) is made as of the _____ day of _____ 2011 (the “Effective Date”) by and between , a corporation (“Subsidiary”), and Homeland Security Capital Corporation, a Delaware corporation (“Parent”).

FORM OF SERVICES AGREEMENT
Services Agreement • August 3rd, 2011 • Homeland Security Capital CORP • General bldg contractors - residential bldgs • Delaware

Services Agreement (“Agreement”) made as of July _____, 2011 by and between Homeland Security Capital Corporation, a Delaware corporation (“Provider”), and -_, a corporation (“Company”).

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