0000950134-07-004711 Sample Contracts

AXCESS INTERNATIONAL INC. 3208 Commander Drive Carrollton, Texas 75006
Stock Purchase Agreement • March 2nd, 2007 • Axcess International Inc/Tx • Services-computer integrated systems design • Texas

This Agreement sets forth the terms and conditions on which Axcess International Inc., a Delaware Corporation, of 3208 Commander Drive, Carrollton, Texas, 75006 (the “Company”) will issue and sell to . (the “Purchaser”) shares of Series 2006C Preferred Stock of the Company, par value $0.01 per share (the “Preferred”).

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Borrowed Employees and Advisory Agreement
Borrowed Employees and Advisory Agreement • March 2nd, 2007 • Axcess International Inc/Tx • Services-computer integrated systems design • Texas

This Borrowed Employees and Advisory Agreement is made effective as of March 2006, between Amphion Innovations US Inc. (“AI”) and Axcess International, Inc. (“AXCESS”). Axcess is publicly traded on the Bulletin Board as OTCBB: AXSI. Axcess is a provider of hardware and software solutions in the security and transportation industry. AI will assist in a variety of areas relating to the investor relations and technology research for Axcess under the following terms and conditions:

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