0001387131-12-003763 Sample Contracts

MODIFICATION AGREEMENT OF THE LICENSE OF INTELLECTUAL PROPERTY
Modification Agreement of the License of Intellectual Property • November 15th, 2012 • Endeavor Power Corp • Blank checks • California

THIS AGREEMENT OF THE LICENSE OF INTELLECTUAL PROPERTY (the “Agreement”) entered into on the 30th day of September 2011 (the “Effective Date”) is for the Modification of the Agreement of the License of Intellectual Property, by and between

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Contract
Employment Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks
AGREEMENT OF THE ASSIGNMENT OF INTELLECTUAL PROPERTY
Ip Transfer Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks • California

THIS AGREEMENT OF THE ASSIGNMENT OF INTELLECTUAL PROPERTY (the “Agreement”) entered into on the 10th day of September 2010 (the “Effective Date”) is for the Assignment of Intellectual Property, by and between

DEVELOPMENT and SUPPLY AGREEMENT
Development and Supply Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks

This Development and Supply Agreement (the “Agreement”) is entered into as of this 1st day of July 2011 (the “Effective Date”), by and between Parallax Diagnostics Ltd., Inc. a Nevada corporation with offices at 2 Canal Park Cambridge, MA 02141 (or “PRLX”) and Corder Engineering, LLC at1357 N 100 E Chesterton, IN 46304 (“Supplier”) (together the “Parties”).

Endeavor Power Corp 8-K
Merger Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks • Nevada

THE SECURITIES TO WHICH THIS AGREEMENT AND PLAN OF MERGER RELATES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, AND WILL BE ISSUED IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.

MODIFICATION AGREEMENT OF THE ASSIGNMENT OF INTELLECTUAL PROPERTY
Modification Agreement of the Assignment of Intellectual Property • November 15th, 2012 • Endeavor Power Corp • Blank checks • California

THIS MODIFICATION AGREEMENT OF THE ASSIGNMENT OF INTELLECTUAL PROPERTY (the “Agreement”) entered into on the 30th day of September 2011 (the “Effective Date”) is for the Modification of the Agreement of Assignment of Intellectual Property, by and between

SUPPLY AGREEMENT
Supply Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks

This Supply Agreement (the "Agreement") is entered into as of this 1st day of July 2011 (the "Effective Date"), by and between Parallax Diagnostics Ltd., Inc. a Nevada corporation with offices at 2 Canal Park Cambridge, MA (or PRLX") and Meyers Stevens Group Inc. at 7137 Telegraph Road, Montebello, California 90640 ("Supplier") (together the "Parties").

STOCK OPTION AGREEMENT
Stock Option Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks
AGREEMENT OF THE LICENSE OF INTELLECTUAL PROPERTY
License Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks • California

THIS AGREEMENT OF THE LICENSE OF INTELLECTUAL PROPERTY (the “Agreement”) entered into on the 10th day of September 2010 (the “Effective Date”) is for the License of Intellectual Property, by and between

CONSULTING AGREEMENT
Consulting Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks • Nevada

CONSULTING AGREEMENT (this “Agreement”) dated as of the Second Day of January 2012 between the Parallax Diagnostics (the “Company”), a Nevada corporation at 2 Canal Park, 5th Floor, Cambridge, MA 02141 and Huntington Chase Financial Group, LLC (the ”Consultant”) a Nevada Limited Liability corporation at 1327 Ocean Avenue, Suite M Santa Monica, CA 90401.

CONVERTIBLE PREFERRED PURCHASE AGREEMENT
Convertible Preferred Stock Purchase Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks • California

WHEREAS, Parallax Diagnostics, Inc. (“PRLX” “Seller”) a Nevada corporation at 2 Canal Park, 5th Floor Cambridge, MA 02141 is authorized to sell ten thousand (10,000) shares of Convertible Preferred stock (“Preferred”) of Parallax Diagnostics, Inc.

CONSULTING AGREEMENT
Consulting Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks

THIS AGREEMENT (the “Agreement”), is made and entered into as of this 11th day of July 2012, by and between Greg Suess, an individual, located 1126 Strandella Road, Bel Air, CA 90077(“Suess” or the “Consultant”), and Parallax Diagnostics, Ltd. 2 Canal Park, 5th Floor Cambridge, MA 02141 (the “Client” the “Company”) (together the “Parties”).

CONVERTIBLE PREFERRED PURCHASE AGREEMENT This Convertible Preferred Stock Purchase Agreement dated June 17, 2011 is by and between: Hamburg Investment Company, LLC (the “Purchaser”) Parallax Diagnostics, Inc (the “Company” or “PRLX”)
Convertible Preferred Stock Purchase Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks • California

WHEREAS, Parallax Diagnostics, Inc. (“PRLX” “Seller”) a Nevada corporation at 2 Canal Park, 5th Floor Cambridge, MA 02141 is authorized to sell one hundred thousand (100,000) shares of Convertible Preferred stock (“Preferred”) of Parallax Diagnostics, Inc; and

CONVERTIBLE PREFERRED PURCHASE AGREEMENT
Convertible Preferred Stock Purchase Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks • California

WHEREAS, Parallax Diagnostics, Inc. (“PRLX” “Seller”) a Nevada corporation at 2 Canal Park, 5th Floor Cambridge, MA 02141 is authorized to sell one hundred thousand (100,000) shares of Convertible Preferred stock (“Preferred”) of Parallax Diagnostics, Inc.

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