0001413797-09-000004 Sample Contracts

Contract
Stock Purchase Warrant • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Texas
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OXYSURE SYSTEMS, INC. SUBCONTRACTOR SERVICES AGREEMENT
Subcontractor Services Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus

This Subcontractor Services Agreement (“Agreement”) is entered into and made effective as of__________, by and between_____________(“Subcontractor”) and OxySure Systems, Inc. (“OSI” or “Client”).

EMPLOYMENT AGREEMENT
Employment Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Texas

THIS EMPLOYMENT AGREEMENT (hereinafter referred to as the "Agreement") is made and entered into as of the ____6th____ day of September, 2005, as amended on January 15, 2009,

MODIFICATION OF AGREEMENT
Modification of Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus

WHEREAS, OxySure Systems, Inc. ("OxySure") and Julian T. Ross ("Ross") (OxySure and Ross jointly, the "Parties") entered into that certain Employment Agreement ("Agreement") dated January 15,2009; and

PERFORMANCE AGREEMENT Between Frisco Economic Development Corporation And OXYSURE SYSTEMS, INC.
Performance Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Texas

This Performance Agreement (the "Agreement") is made and entered into by and between the Frisco Economic Development Corporation, a Texas corporation organized and existing under the Development Corporation Act of 1979, as amended from time to time (the "FEDC"), and OxySure Systems, Inc., a Delaware corporation (the "COMPANY").

SECOND MODIFICATION OF AGREEMENT
Second Modification of Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus

WHEREAS, OxySure Systems, Inc. ("OxySure") and Scott T. Freeman ("Freeman") (OxySure and Freeman jointly, the "Parties") entered into that certain Employment Agreement ("Agreement") dated September 6, 2006, and as first amended on August 30, 2008; and

EMPLOYMENT AGREEMENT
Employment Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Texas

THIS EMPLOYMENT AGREEMENT (hereinafter referred to as the "Agreement") is made and entered into as of die _15th__________day of January, 2004, by and between OXYSURE SYSTEMS, INC., a corporation duly organized and existing pursuant to the laws of the state of Delaware, (hereinafter referred to as "OSI" or die "Company"), and Julian T. Ross (hereinafter referred to as die "Executive").

EMPLOYMENT AGREEMENT
Employment Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Texas

THIS EMPLOYMENT AGREEMENT (hereinafter referred to as the "Agreement") is made and entered into as of the _______15th______ day of January, 2009 ("Effective Date"), by and between OXYSURE SYSTEMS, INC., a corporation duly organized and existing pursuant to the laws of the state of Delaware, (hereinafter referred to as "OSI" or the "Company"), and JULIAN T. ROSS (hereinafter referred to as the "Executive").

MODIFICATION OF AGREEMENT
Modification of Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus

WHEREAS, OxySure Systems, Inc. ("OxySure") and JTR Investments, Ltd. ("JTR") (OxySure and JTR jointly, the "Parties") entered into that certain Promissory Note ("Note") dated 3/1/08 in the principal amount of $250,000; and

MODIFICATION OF AGREEMENT
Modification of Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus

WHEREAS, OxySure Systems, Inc. ("OxySure") and Agave Resources, LLC. ("Agave") (OxySure and Agave jointly, the "Parties") entered into that certain Promissory Note ("Note") dated 4/15/08 in the principal amount of $750,000; and

AGREEMENT
Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Texas

This Agreement ("Agreement") is made and entered into on June 22, 2009 by and between OxySure Systems, Inc., a Delaware Corporation ("OxySure") and IR Services, Inc., a Nevada Corporation ("IR Services") (jointly, the "Parties"). This Agreement supersedes all prior agreements between the Parties and among the Parties and Donson Brooks.

SECOND AMENDMENT TO OFFICE LEASE AGREEMENT
Office Lease Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Texas

This Second Amendment to Office Lease Agreement (this "Amendment") is executed as of October _______ , 2008, between SINACOLA COMMERCIAL PROPERTIES, LTD., a Texas limited partnership ("Landlord"), and OXYSURE SYSTEMS, INC., a Delaware corporation ("Tenant"). Capitalized terms used herein but not defined shall be given the meaning assigned to them in the Lease, as defined below.

OxySure Systems, Inc. VOTING STOCK OPTION PLAN VOTING STOCK OPTION AGREEMENT
Voting Stock Option Plan • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Texas

THIS AGREEMENT (the “Agreement”) is made and entered into by and between OxySure Systems, Inc. (the “Company”) and_______(the “Optionee”) in connection with the grant of an Option under the OxySure Systems, Inc. Voting Stock Option Plan (the “Plan”). The Agreement is made and entered into as of____________(the “Effective Date”).

May 26, 2005 Mr. Julian Ross OxySure Systems, Inc. 1059-060705 2611 Internet Blvd., Suite 109 Frisco, TX 75034
OxySure Systems Inc • August 12th, 2009 • Surgical & medical instruments & apparatus

This amendment to the NTEC Services Agreement for the Company only applies to Section 2.6 of the Agreement and all other terms outlined in 2.6 not amended by the above remain in force.

Lease Number: 003-008377347-003 DELL Customer Number: 79763676
Lease Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus

Please review the terms and conditions of the Lease Agreement carefully and retain a copy for future reference. If you received this letter and the attached Lease Agreement electronically, please print or download and save a copy for your records. The Lease Agreement describes Lessee's obligations (and those of any personal guarantor ("Guarantor") of the Lease) in connection with your decision to lease from DFS the equipment, software and services ("Products") that you selected and ordered from Dell Inc. or its affiliates ("Dell"). Please note that your signature appears on the Lease Agreement in the form of a pass code. If there is also a Guarantor of the Lease, the Guarantor's signature pass code will have the letters "PG" in front of it. If the Lease Agreement terms and conditions are acceptable, you (and the Guarantor, if applicable) do not need to take any further action unless you receive an e-mail, fax or overnight letter specifically seeking a reply. If the terms and conditions

LEASE AGREEMENT BETWEEN
Lease Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus

THIS LEASE AGREEMENT ("Lease") is executed effective as of March 5, 2007 (the "Effective Date"), between Sinacola Commercial Properties, Ltd., a Texas limited partnership ("Landlord"), and Oxysure Systems, Inc., a Delaware corporation ("Tenant").

MODIFICATION OF AGREEMENT
Modification of Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus

WHEREAS, OxySure Systems, Inc. ("OxySure") and Scott T. Freeman ("Freeman") (OxySure and Freeman jointly, the "Parties") entered into that certain Employment Agreement ("Agreement") dated September 6, 2006; and

MODIFICATION OF AGREEMENT
Modification of Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus

WHEREAS., OxySure Systems, Tug, ("OxySure") and Julian T, Ross ("Ross") (OxySure and Ross jointly, the "Parties") entered into that certain Employment Agreement ("Agreement"'') dated January 15,2009; and

SUBSCRIPTION AGREEMENT
Subscription Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Delaware
EMPLOYMENT AGREEMENT
Employment Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Texas

SYSTEMS, INC., a corporation duly organized and existing pursuant to the laws of the state of Delaware, (hereinafter referred to as "OSI" or the "Company"), and JULIAN T. ROSS (hereinafter referred to as the "Executive").

NTEC FOR TECHNOLOGY, INC. LICENSE AGREEMENT
License Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Texas

This LICENSE AGREEMENT (the "License Agreement," "Agreement," or "License"), is entered into as of the 8th day of April, 2004 (the "Effective Date" except as otherwise provided herein) by and between OxySure Systems, Inc. (hereinafter referred to as "Licensee") and NTEC for Technology, Inc., a 501(c)(3), Texas non-profit corporation (hereinafter referred to as "NTEC," "Center," or "Licensor").

Amendments for NTEC "License Agreement"
Stock Purchase Warrant • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Texas

This Stock Purchase Warrant (this "Warrant), dated August 2, 2004, is issued to NTEC for Technology, Inc., a Texas non-profit corporation, or its registered assigns (the "Holder"), by OxySure Systems, Inc., a Delaware ( C ) corporation (the "Company").

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MODIFICATION OF AGREEMENT
Modification of Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus

WHEREAS, OxySure Systems, Inc. ("OxySure") and Julian T. Ross ("Ross") (OxySure and Ross jointly, the "Parties") entered into that certain Employment Agreement ("Agreement'*) dated January 15, 2004; and

master lease agreement number 6906
Security Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Oregon
FIRST AMENDMENT TO OFFICE LEASE AGREEMENT
Office Lease Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Texas

This First Amendment to Office Lease Agreement (this "Amendment") is executed as of August 3, 2007, between SINACOLA COMMERCIAL PROPERTIES, LTD., a Texas limited partnership ("Landlord"), and OXYSURE SYSTEMS, INC., a Delaware corporation ("Tenant"). Capitalized terms used herein but not defined shall be given the meaning assigned to them in the Lease, as defined below.

ASSET PURCHASE AND STOCK TRANSFER AGREEMENT
Asset Purchase and Stock Transfer Agreement • August 12th, 2009 • OxySure Systems Inc • Surgical & medical instruments & apparatus • Texas

THIS ASSET PURCHASE AND STOCK TRANSFER AGREEMENT (hereinafter referred to as the "Agreement") is made and entered into as of the 15th day of January 2004 (the "Effective Date"), by and between:

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