0001731122-20-000929 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • August 31st, 2020 • Xg Sciences Inc • Plastic materials, synth resins & nonvulcan elastomers • Michigan

THIS AGREEMENT (“Agreement”) is made this 26th day of August, 2020 by and between XG Sciences, Inc. a Michigan corporation (“XGS" or the “Employer” and collectively with any entity that is wholly or partially owned by XGS, the “Company”), located at 3101 Grand Oak Drive, Lansing, MI 48911 and Robert Blinstrub, (“Executive”), an individual who resides at 13925 Old Coast Road, Unit #1402, Naples, FL 34110.

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CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETE AGREEMENT
Confidentiality, Non-Solicitation and Non-Compete Agreement • August 31st, 2020 • Xg Sciences Inc • Plastic materials, synth resins & nonvulcan elastomers • Michigan

This Confidentiality, Non-Solicitation and Non-Compete Agreement (the “Agreement”) dated this 26th day of August, 2020 is entered into by and between Robert Blinstrub, (“Employee”) and XG Sciences, Inc., a Michigan corporation (“Employer” and collectively with any entity that is wholly or partially owned by the Employer or otherwise affiliated with the Employer, the “Company”). Hereinafter, each of the Employee or the Company may be referred to as a “Party” and together be referred to as the “Parties”.

SEPARATION AGREEMENT
Separation Agreement • August 31st, 2020 • Xg Sciences Inc • Plastic materials, synth resins & nonvulcan elastomers • Michigan

This Separation Agreement (“Agreement”) is entered as of August 26, 2020, between Philip L. Rose, Ph.D. (hereinafter referred to as “Executive”) and XG Sciences, Inc., a Michigan corporation, (hereinafter referred to as the “Company”). Executive and Company collectively are referred to as the “Parties,” and individually are referred to as a “Party.”

CONSULTING AGREEMENT
Consulting Agreement • August 31st, 2020 • Xg Sciences Inc • Plastic materials, synth resins & nonvulcan elastomers • Michigan

THIS CONSULTING AGREEMENT (the “Agreement”) is entered into on this 26th day of August, 2020 (“Effective Date”) by and between Philip L. Rose, Ph.D., whose legal address is 6106 Fresno Lane, East Lansing, MI 48823 (“Consultant”) and XG Sciences, Inc., a Michigan corporation (“XGS” or the “Company”) with its principal office located at 3101 Grand Oak Drive, Lansing, MI 48911.

XG SCIENCES, INC. Form of Convertible Secured Note Due December 31, 2024
Convertible Secured Note • August 31st, 2020 • Xg Sciences Inc • Plastic materials, synth resins & nonvulcan elastomers • Michigan

This Convertible Secured Note (this “Note”) is issued this __th day of _____2020, jointly and severally by XG Sciences, Inc. (“XGS”), a Michigan corporation, and XG Sciences IP, LLC, a Michigan limited liability company and wholly owned subsidiary of XGS (“XGS Subsidiary” and together with XGS, the “Borrower” or the “Company”), to the subscriber made a party hereto (together with Subscriber’s permitted successors and assigns, the “Holder”). This Note has been issued in connection with that certain Employment Agreement, dated August 26, 2020, between the Holder and XGS and Subscription Agreement, dated August 26, 2020, between Holder and XGS (the “Subscription Agreement”). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Subscription Agreement.

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