0001263279-10-000059 Sample Contracts

WARRANT TO PURCHASE SHARES OF COMMON STOCK
Warrant Agreement • April 5th, 2010 • American Tonerserv Corp. • Services-computer programming, data processing, etc. • California

THIS WARRANT TO PURCHASE SHARES OF COMMON STOCK (this "Warrant"), dated as of March 30, 2010, is issued to MTS PARTNERS, INC. (f/k/a iPRINT TECHNOLOGIES, INC.), a California corporation (the "Holder") by American TonerServ Corp., a Delaware corporation (the "Company"), pursuant to the terms of that certain Master Amendment Agreement, dated as of March 30, 2010, by and among the Company, the Holder, and others (the "Master Agreement"). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Master Agreement.

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AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • April 5th, 2010 • American Tonerserv Corp. • Services-computer programming, data processing, etc. • California

THIS AMENDED AND RESTATED SECURITY AGREEMENT (this "Agreement"), dated as of March 30, 2010, is made by and between iPRINT TECHNOLOGIES, LLC, a Delaware limited liability company ("Debtor"), and MTS PARTNERS, INC. (f/k/a iPRINT TECHNOLOGIES, INC.), a California corporation ("Secured Party"), a wholly-owned subsidiary of American TonerServ Corp. ("ATS").

MASTER AMENDMENT AGREEMENT
Master Amendment Agreement • April 5th, 2010 • American Tonerserv Corp. • Services-computer programming, data processing, etc. • California

THIS MASTER AMENDMENT AGREEMENT (the "Agreement"), dated as of March 30, 2010, is made by and among iPRINT TECHNOLOGIES, LLC, a Delaware limited liability company ("Buyer"), AMERICAN TONERSERV CORP., a Delaware corporation ("ATS"), MTS PARTNERS, INC. (f/k/a iPRINT TECHNOLOGIES, INC.), a California corporation ("Seller"), and CHAD SOLTER, DARRELL TSO, and SCOTT MUCKLEY (together, "Selling Shareholders").

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • April 5th, 2010 • American Tonerserv Corp. • Services-computer programming, data processing, etc.

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this "Agreement"), effective as of March 30, 2010 (the "Effective Date"), is made by and between iPrint Technologies, LLC, a Delaware limited liability company (the "Company"), and CHAD SOLTER ("Employee").

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