0001144204-10-068743 Sample Contracts

STOCK OPTION AGREEMENT
Stock Option Agreement • December 29th, 2010 • Xsunx Inc • Unsupported plastics film & sheet • California

THIS STOCK OPTION AGREEMENT ("Agreement") is made effective as of the date of grant set forth below ("Date of Grant") by and between XSUNX, INC., a Colorado corporation ("Company"), and the optionee named below ("Optionee") as contemplated in the Company’s 2007 Option Plan (“Plan”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Plan.

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STOCK PURCHASE AGREEMENT AND REPRESENTATIONS
Stock Purchase Agreement • December 29th, 2010 • Xsunx Inc • Unsupported plastics film & sheet • California

This stock purchase agreement ("Agreement"), along with the Signature Page and Questionnaire attached hereto, and by this reference incorporated herein, is made effective _________________________ by and between XsunX, a Colorado corporation ("XsunX") and the purchaser(s) signatory hereto (“Private Purchaser”). XsunX has received an offer to purchase certain shares of common voting stock ("Shares") of XsunX by Private Purchaser, and XsunX and Private Purchaser agree as set forth herein and represent to each other with regard thereto as follows:

STOCK OPTION AGREEMENT
Stock Option Agreement • December 29th, 2010 • Xsunx Inc • Unsupported plastics film & sheet • California

THIS STOCK OPTION AGREEMENT ("Agreement") is made effective as of the date of grant set forth below ("Date of Grant") by and between XSUNX, INC., a Colorado corporation ("Company"), and the optionee named below ("Optionee").

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