0000950134-07-007805 Sample Contracts

VIASPACE INC. PLACEMENT AGENT AGREEMENT
Placement Agent Agreement • April 9th, 2007 • VIASPACE Inc. • Miscellaneous electrical machinery, equipment & supplies • New Jersey

The undersigned, VIASPACE Inc., a Nevada corporation (the “Company”), hereby agrees with Newbridge Securities Corporation (the “Placement Agent”) as follows:

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As of November 1, 2006 VIASPACE INC. 171 North Altadena Drive Suite 101 Pasadena, California 91107 Gentlemen:
Letter Agreement • April 9th, 2007 • VIASPACE Inc. • Miscellaneous electrical machinery, equipment & supplies

This Amendment No. 1, dated as of November 1, 2006 (this “Amendment”) to the Letter Agreement dated September 12, 2006 (the “Letter Agreement”), by and between VIASPACE INC. (the “Company”), and GILFORD SECURITIES INCORPORATED (“Gilford”) hereby amends and supplements solely to the extent provided herein, the Letter Agreement as follows:

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FEE PAYMENT AGREEMENT
Fee Payment Agreement • April 9th, 2007 • VIASPACE Inc. • Miscellaneous electrical machinery, equipment & supplies • New York

FEE PAYMENT AGREEMENT, dated as of November 1, 2006, by and among Gilford Securities Incorporated (“Gilford”) and VIASPACE Inc. (“VIASPACE”).

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