0001193125-11-079934 Sample Contracts

Contract
Warrant Agreement • March 28th, 2011 • Dais Analytic Corp • Miscellaneous manufacturing industries • New York

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE COMPANY SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.

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Contract
Warrant Agreement • March 28th, 2011 • Dais Analytic Corp • Miscellaneous manufacturing industries • New York

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE COMPANY SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.

NOTE AND WARRANT PURCHASE AGREEMENT
Note and Warrant Purchase Agreement • March 28th, 2011 • Dais Analytic Corp • Miscellaneous manufacturing industries • New York

This NOTE AND WARRANT PURCHASE AGREEMENT, dated as of March 22, 2011, (this “Agreement”) is entered into by and between Dais Analytic Corporation, a New York corporation (“Company”), with its principal executive office at 11552 Prosperous Drive, Odessa, FL 33556, and Platinum-Montaur Life Sciences, LLC, a Delaware limited liability company with an address of 152 West 57th Street, 54th Floor, New York, NY 10019 (“Investor”).

AMENDMENT TO 2009 WARRANT
Warrant Amendment • March 28th, 2011 • Dais Analytic Corp • Miscellaneous manufacturing industries

This AMENDMENT TO 2009 WARRANT is dated as of March 22, 2011, by and between Dais Analytic Corporation, a New York corporation (the “Company”), and Platinum-Montaur Life Sciences, LLC (“Platinum”), a Delaware limited liability company.

PATENT SECURITY AGREEMENT
Patent Security Agreement • March 28th, 2011 • Dais Analytic Corp • Miscellaneous manufacturing industries • New York

This PATENT SECURITY AGREEMENT (this “Agreement”) is made on this 22nd day of March, 2011 between Dais Analytic Corporation (“Debtor”), and Platinum-Montaur Life Sciences, LLC (“Secured Party”).

AMENDMENT TO 2007 WARRANT
Warrant Amendment • March 28th, 2011 • Dais Analytic Corp • Miscellaneous manufacturing industries

This AMENDMENT TO 2007 WARRANT is dated as of March 22, 2011, by and between Dais Analytic Corporation, a New York corporation (the “Company”), and Platinum-Montaur Life Sciences, LLC (“Platinum”), a Delaware limited liability company.

SECURITIES AMENDMENT AND EXCHANGE AGREEMENT
Securities Amendment and Exchange Agreement • March 28th, 2011 • Dais Analytic Corp • Miscellaneous manufacturing industries • New York

This Securities Amendment and Exchange Agreement (this “Agreement”) is made as of March 22, 2011 by and between Dais Analytic Corporation, a New York corporation (the “Company”), and Platinum-Montaur Life Sciences, LLC (“Platinum”).

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