0001193125-08-125251 Sample Contracts

EXCHANGE AGREEMENT

Exchange Agreement • May 30th, 2008 • Advanced Growing Systems, Inc. • Wholesale-miscellaneous nondurable goods • New York

• Contract Type
  Exchange Agreement
• Filed
  May 30th, 2008
• Company
  Advanced Growing Systems, Inc.
• Industry
  Wholesale-miscellaneous nondurable goods
• Jurisdiction
  New York

This Exchange Agreement (this “Agreement”) is dated as of May 28, 2008, by and between Advanced Growing Systems, Inc., a Nevada corporation (the “Company”), and Vision Opportunity Master Fund, Ltd., a holder of certain warrants issued by the Company (the “Holder”).

AMENDMENT NO. 1 TO SERIES C, D AND J WARRANTS TO PURCHASE SHARES OF COMMON STOCK OF ADVANCED GROWING SYSTEMS, INC.

Series C, D and J Warrants Amendment • May 30th, 2008 • Advanced Growing Systems, Inc. • Wholesale-miscellaneous nondurable goods • New York

• Contract Type
  Series C, D and J Warrants Amendment
• Filed
  May 30th, 2008
• Company
  Advanced Growing Systems, Inc.
• Industry
  Wholesale-miscellaneous nondurable goods
• Jurisdiction
  New York

THIS AMENDMENT NO. 1 TO SERIES C, D AND J WARRANTS TO PURCHASE SHARES OF COMMON STOCK OF ADVANCED GROWING SYSTEMS, INC. (this “Amendment”), dated as of May 28, 2008, is made by and between Advanced Growing Systems, Inc., a Nevada corporation (the “Issuer”) and Vision Opportunity Master Fund, Ltd. (the “Holder”).