0001052918-17-000433 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 21st, 2017 • IRONCLAD ENCRYPTION Corp • Services-prepackaged software • New York

This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of June 26, 2017, by and between IRONCLAD ENCRYPTION CORPORATION, a Nevada corporation, with its address at 777 S. Post Oak Lane, Suite 1700, Houston, Texas 77056 (the "Company"), and POWER UP LENDING GROUP LTD., a Virginia corporation, with its address at 111 Great Neck Road, Suite 216, Great Neck, NY 11021 (the "Buyer").

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EMPLOYMENT AGREEMENT
Employment Agreement • August 21st, 2017 • IRONCLAD ENCRYPTION Corp • Services-prepackaged software • Texas

This Employment Agreement is executed as of August 17, 2017 to be effective as of the 6th day of January 2017 (“Effective Date”), by and between Ironclad Encryption Corporation (together with its successors and assigns, the “Company” or “Ironclad”), and Len Walker ("Executive").

EMPLOYMENT AGREEMENT
Employment Agreement • August 21st, 2017 • IRONCLAD ENCRYPTION Corp • Services-prepackaged software • Texas

This Employment Agreement is executed as of August 17, 2017 to be effective as of the 1st day of June 2017 (“Effective Date”), by and between Ironclad Encryption Corporation (together with its successors and assigns, the “Company” or “Ironclad”), and Randall Rice ("Executive").

STOCK OPTION AGREEMENT (INCENTIVE AND NON-QUALIFIED STOCK OPTIONS)
Stock Option Agreement • August 21st, 2017 • IRONCLAD ENCRYPTION Corp • Services-prepackaged software

Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Stock Option Agreement (“Agreement”), Ironclad Encryption Corporation, a Nevada corporation (the “Company”), has granted you an option (“Stock Option”) under its 2017 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. Defined terms not explicitly defined in this Stock Option Agreement but defined in the Plan shall have the same definitions as in the Plan.

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