0001144204-09-051044 Sample Contracts

Contract
Securities Purchase Agreement • October 1st, 2009 • Axion International Holdings, Inc. • Plastics foam products • New Jersey

THIS SECURITIES PURCHASE AGREEMENT (“Agreement”) is made by and between Axion International Holdings, Inc., a Colorado corporation, having its principal offices located at 665 Martinsville Road, Basking Ridge, New Jersey 07920 (the “Company”), and (the “Purchaser”).

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10% SECURED CONVERTIBLE DEBENTURE DUE March 11, 2011
Axion International Holdings, Inc. • October 1st, 2009 • Plastics foam products • New York

THIS 10% SECURED CONVERTIBLE DEBENTURE is a duly authorized and validly issued 10% Convertible Debentures of Axion International Holdings, Inc., a Colorado corporation, formally known as Analytical Surveys, Inc., having its principal place of business at 665 Martinsville Road, Basking Ridge, New York 07920 (the “Company”), designated as its 10% Convertible Debenture due March 11, 2011 (this debenture, the "Debenture" and, collectively with the other such series of debentures, the "Debentures").

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