0001144204-05-038749 Sample Contracts

ITEC ENVIRONMENTAL GROUP, INC. COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • December 5th, 2005 • Itec Environmental Group Inc • Hazardous waste management • California

This Common Stock Purchase Agreement (this “Agreement”) is entered into as of November __, 2005 between Itec Environmental Group, Inc., a Delaware corporation (the “Company”) and the undersigned purchasers (each a “Purchaser” and collectively, the “Purchasers”) set forth on the Schedule of Purchasers attached hereto as Exhibit A (the “Schedule of Purchasers”). The parties hereby agree as follows:

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ITEC ENVIRONMENTAL GROUP, INC. INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • December 5th, 2005 • Itec Environmental Group Inc • Hazardous waste management • California

This Investor Rights Agreement (this “Agreement”) is made and entered into as of November ____, 2005 (the “Effective Date”) by and among Itec Environmental Group, Inc., a Delaware corporation (the “Company”) and the purchasers of Common Stock (the “Securities”) set forth on the Schedule of Purchasers to that certain Common Stock Purchase Agreement dated as of the date hereof (the “Purchasers” or the “Investors”).

RIGHT OF FIRST OFFER AGREEMENT
Right of First Offer Agreement • December 5th, 2005 • Itec Environmental Group Inc • Hazardous waste management • California

THIS RIGHT OF FIRST OFFER AGREEMENT (“Agreement”) is made as of November ___, 2005, by and among ITEC ENVIRONMENTAL GROUP, INC., a Delaware corporation (“ITEC”) and TIGER PAW CAPITAL CORP., incorporated in Canada (“Tiger Paw”).

RIGHT OF FIRST OFFER AGREEMENT
Right of First Offer Agreement • December 5th, 2005 • Itec Environmental Group Inc • Hazardous waste management • California

THIS RIGHT OF FIRST OFFER AGREEMENT (“Agreement”) is made as of November ___, 2005, by and among ITEC ENVIRONMENTAL GROUP, INC., a Delaware corporation (“ITEC”) and DOUG FROESE, including his successors or assigns (“Froese”).

COVENANT TO ADJUST
Covenant to Adjust • December 5th, 2005 • Itec Environmental Group Inc • Hazardous waste management

This Covenant to Adjust (this “Agreement”) is entered into as of November ___, 2005, by and between ITEC ENVIRONMENTAL GROUP, INC., a Delaware corporation (the “Company”) and each certain purchaser (each a “Purchaser” and together the “Purchasers”) with reference to the following:

COVENANT TO ADJUST
Covenant to Adjust • December 5th, 2005 • Itec Environmental Group Inc • Hazardous waste management

This Covenant to Adjust (this “Agreement”) is entered into as of November ___, 2005, by and between ITEC ENVIRONMENTAL GROUP, INC., a Delaware corporation (the “Company”) and each certain purchaser (each a “Purchaser” and together the “Purchasers”) with reference to the following:

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