0001062993-05-003096 Sample Contracts

LOAN AGREEMENT THIS AGREEMENT is made the 4th day of October 2004 BETWEEN:
Loan Agreement • December 16th, 2005 • Infrablue (Us) Inc. • England
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Contract
Debenture • December 16th, 2005 • Infrablue (Us) Inc.

INFRABLUE LIMITED DEBENTURE Issued under the authority of the Company's Memorandum & Articles of Association and pursuant to resolution of the Directors dated the 4th day of October 2004 THIS DEBENTURE is made BETWEEN

Contract
Agency Agreement • December 16th, 2005 • Infrablue (Us) Inc.

DATED 30 March 2004 HBI SALES PRIVATE LIMITED (1) ZACAN HOLDINGS PROPRIETARY LIMITED (2) ICT/EUROPETEC LIMITED (3) MIR TECHNOLOGIES LLC (4) - and -- INFRABLUE LIMITED (5) AGENCY EXPLOITATION AGREEMENT for the commercial exploitation of the InfraBlue Technology

THIS AGREEMENT is made the 1st day of April 2004 B E T W E E N :-
Employment Agreement • December 16th, 2005 • Infrablue (Us) Inc.
DEBT SETTLEMENT AGREEMENT
Debt Settlement Agreement • December 16th, 2005 • Infrablue (Us) Inc. • England

INFRABLUE LTD with company number 5047525 being a company duly incorporated pursuant to the laws of England and having an office at Suite 5.15 , 130 Shaftesbury Avenue, London, England W1D 5EU (the "Company")

SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • December 16th, 2005 • Infrablue (Us) Inc.

TOMI HOLDINGS INC., a company incorporated under the laws of the State of Nevada and having an address at 7131 Spicer Drive, Citrus Heights, California 95621 ("Purchaser")

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