0001415889-09-000156 Sample Contracts

SERVICES AGREEMENT
Services Agreement • June 5th, 2009 • Park City Group Inc • Services-computer processing & data preparation • Utah

This Services Agreement (“Agreement”) is entered into by and between Park City Group, Inc., a Nevada corporation (the “Company”) and Fields Management, Inc., a Utah Corporation (“Fields”), this 9th day of April, 2009.

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EMPLOYMENT AGREEMENT
Employment Agreement • June 5th, 2009 • Park City Group Inc • Services-computer processing & data preparation • Utah

This Employment Agreement (“Agreement”) is entered into by and between Park City Group, Inc., a Nevada corporation (the “Company”) and Randall K. Fields (“Employee”), this 9th day of April, 2009.

SECURITIES PURCHASE AGREEMENT PARK CITY GROUP, INC.
Securities Purchase Agreement • June 5th, 2009 • Park City Group Inc • Services-computer processing & data preparation • Utah

SECURITIES PURCHASE AGREEMENT (as amended or supplemented from time to time, this "AGREEMENT"), dated as of January 12, 2009, between Park City Group, Inc., a Nevada corporation, with its principal offices at 3160 Pinebrook Rd, Park City, Utah 84098 (the “Company”) and the undersigned (the “Subscriber”).

COMMON STOCK PURCHASE WARRANT To Purchase 50,000 Shares of Common Stock of Park City Group, Inc.
Security Agreement • June 5th, 2009 • Park City Group Inc • Services-computer processing & data preparation

THIS COMMON STOCK PURCHASE WARRANT CERTIFIES that, for value received, Taglich Brothers, Inc. (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after January 12, 2009 (the “Initial Exercise Date”) and on or prior to the close of business on the Termination Date (as defined below) but not thereafter, to subscribe for and purchase from Park City Group, Inc., a corporation incorporated in the State of Nevada (the “Company”), up to 50,000 shares (the “Warrant Shares”) of Common Stock, of the Company (the “Common Stock”). The purchase price of one share of Common Stock (the “Exercise Price”) under this Warrant shall be $1.80, subject to adjustment hereunder. The Exercise Price and the number of Warrant Shares for which the Warrant is exercisable shall be subject to adjustment as provided herein. As used herein “Termination Date” shall mean December 31, 2013.

SECURITIES AGREEMENT PARK CITY GROUP, INC.
Securities Agreement • June 5th, 2009 • Park City Group Inc • Services-computer processing & data preparation • Utah

SECURITIES AGREEMENT (as amended or supplemented from time to time, this "AGREEMENT"), dated as of January 12, 2009, between Park City Group, Inc., a Nevada corporation, with its principal offices at 3160 Pinebrook Rd, Park City, Utah 84098 (the “Company”) and the undersigned (the “Subscriber”).

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