0001173473-11-000042 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 28th, 2011 • Tactical Air Defense Services, Inc. • Services-educational services • Florida

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of April 25, 2011, which Agreement supersedes all prior securities purchase agreements between the parties, by and among Tactical Air Defense Services, Inc., a Nevada corporation (the “Company”) and Cornucopia, Ltd., a Turks and Caicos International Business Corporation (the “Subscriber”).

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COMMON STOCK PURCHASE WARRANT A-101 VOID AFTER 5:00 P.M., EASTERN TIME ON APRIL 25, 2012 For the Purchase of up to 800,000,000 Shares of Common Stock, Par Value $0.001 of TACTICAL AIR DEFENSE SERVICES, INC. A Nevada corporation
Common Stock Purchase Warrant • April 28th, 2011 • Tactical Air Defense Services, Inc. • Services-educational services • Florida

WHEREAS, on or about April 25, 2011, Tactical Air Defense Services, Inc., a Nevada corporation (the “Company”) and Cornucopia, Ltd., a Turks and Caicos International Business Corporation (the “Holder”) entered into a Letter of Intent (the “LOI,” a copy of which has been attached hereto as Exhibit A) and a Securities Purchase Agreement (the “Purchase Agreement,” a copy of which has been attached hereto as Exhibit B) related to certain financing terms between the Company and the Holder. Any capitalized terms used herein and not defined shall have the meanings set forth in the LOI and/or the Purchase Agreement.

EMPLOYMENT AGREEMENT
Employment Agreement • April 28th, 2011 • Tactical Air Defense Services, Inc. • Services-educational services • Florida

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of April 24, 2011 by and among Tactical Air Defense Services, Inc., a Nevada corporation (the "Company"), and Alexis Korybut, an individual (the “Employee”).

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