0001513162-14-000660 Sample Contracts

Contract
Warrant Agreement • December 23rd, 2014 • Neah Power Systems, Inc. • Miscellaneous electrical machinery, equipment & supplies

THIS WARRANT HAS BEEN, AND THE SHARES OF COMMON STOCK WHICH MAY BE PURCHASED PURSUANT TO THE EXERCISE OF THIS WARRANT (THE "SHARES") WILL BE, ACQUIRED SOLELY FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF. NEITHER THIS WARRANT NOR THE SHARES (TOGETHER, THE "SECURITIES") HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY AND ITS COUNSEL THAT SUCH DISPOSITION IS EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND OF ANY APPLICABLE STATE SECURITIES LAWS.

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GLOBAL AMENDMENT
Secured Convertible Promissory Note Amendment • December 23rd, 2014 • Neah Power Systems, Inc. • Miscellaneous electrical machinery, equipment & supplies

This Global Amendment (this “Amendment”) is entered into as of November 11, 2014, by and between Inter-Mountain Capital Corp., a Delaware corporation (“Lender”), and Neah Power Systems, Inc., a Nevada corporation (“Borrower”). Any capitalized terms not defined in this Amendment shall have the meaning ascribed to such terms in the Note (defined below).

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