0001594062-18-000030 Sample Contracts

EQUITY PURCHASE AGREEMENT
Equity Purchase Agreement • February 5th, 2018 • Kelvin Medical, Inc. • Surgical & medical instruments & apparatus • Nevada

THIS EQUITY PURCHASE AGREEMENT ("Agreement") dated January 22, 2018, is made by and between KELVIN MEDICAL, INC. a Nevada corporation ("Company"), and PHENIX VENTURES, LLC, a Wyoming limited liability company (the "Investor").

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 5th, 2018 • Kelvin Medical, Inc. • Surgical & medical instruments & apparatus • Nevada

THIS Registration Rights Agreement ("Agreement"), dated January 22, 2018, is made by and between KELVIN MEDICAL, INC., a Nevada corporation ("Company"), and PHENIX VENTURES, LLC, a Wyoming limited liability corporation (the "Investor").

AGREEMENT FOR MANAGEMENT SERVICES
Management Services Agreement • February 5th, 2018 • Kelvin Medical, Inc. • Surgical & medical instruments & apparatus

AGREEMENT FOR MANAGEMENT SERVICES("Agreement"), entered into and effective as of Nov. 15, 2017 between Kelvin Medical Incorporated ("Company"), and William Mandel ("Manager"). 1. Services, Duties and Acceptance 1.1 Company hereby engages the Manager for the Term (as defined in Section 2 hereof) to render services in an executive capacity to Company and to the subsidiaries of Company engaged in business with and in connection with the Company and to devote his best efforts to the affairs of the Company and to perform such duties as Manager as he shall reasonably be directed to perform by officers of the Company. 1.2 Manager hereby accepts such contract for services and agrees to render such services as described herein. During the term of his contract, Manager will not render any services for others that will, or potentially could, conflict with the business of the Company, nor will Manager conduct any business which could conflict with the business of the Company, nor will Manager rend

CONSULTING AGREEMENT
Consulting Agreement • February 5th, 2018 • Kelvin Medical, Inc. • Surgical & medical instruments & apparatus • Nevada

THIS CONSULTING AGREEMENT (the "Agreement") is made this 1st day of January 2018, between Kelvin Medical, Inc., a Nevada Corporation, and Mike Hogue, an individual (the "Consultant").

AGREEMENT TO SERVE AS CHAIRMAN OF THE BOARD
Chairman of the Board Agreement • February 5th, 2018 • Kelvin Medical, Inc. • Surgical & medical instruments & apparatus • Nevada

AGREEMENT TO SERVE AS CHAIRMAN OF THE BOARD ("Agreement"), entered into and effective as of November 15, 2016 between Kelvin Medical, Inc. ("Company"), and Margaret Austin, PhD ("Austin"). 1. Services, Duties and Acceptance 1.1 Company hereby engages Dr. Austin for the Term (as defined in Section 2 hereof) to act as Chairman of the Board and to devote her best efforts to the affairs of the Company and to perform such duties as Dr. Austin is required to fulfill in her role as Chairman of the Board. 1.2 Dr. Austin hereby accepts such contract for services and agrees to render such services as described herein. During the term of her contract, Dr. Austin will not render any services for others that will, or potentially could, conflict with the business of the Company, nor will Dr. Austin conduct any business which could conflict with the business of the Company, nor will Dr. Austin render any services to any significant customer of Company outside of the duties expressed herein. 1.3 Dr. A

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