QuickLinks -- Click here to rapidly navigate through this documentStock Purchase Agreement • June 3rd, 2002 • Cdex Inc • Nevada
THIS AGREEMENT, dated as of February , 2002, is entered into by and between CDEX, Inc., a Nevada corporation (the "Company"), and Robert Creighton (the "Investor").
QuickLinks -- Click here to rapidly navigate through this documentServices Agreement • June 3rd, 2002 • Cdex Inc • Maryland
THIS SERVICES AGREEMENT is entered into as of August 3, 2001 (the "Effective Date"), by and among CDEx-Inc. Corp., a Nevada corporation (the "Company") and George Dials (the "Consultant").
QuickLinks -- Click here to rapidly navigate through this documentEmployment Agreement • June 3rd, 2002 • Cdex Inc • Maryland
THIS EMPLOYMENT AGREEMENT is entered into as of January 1, 2002 (the "Effective Date"), by and between CDEX-Inc., a Nevada corporation (the "Company"), and Michael Mergenthaler (the "Employee").
QuickLinks -- Click here to rapidly navigate through this documentCdex Inc • June 3rd, 2002
On July 24, 2001, CDEX-Inc., a Nevada corporation (the "Company"), Dynamic Management Resolutions LLC (the "Provider") and the undersigned individuals noted as "Consultant" (individually called a "Consultant" and collectively the "Consultants") entered into a Consultant Services Agreement. Section 14.6 of that Agreement provided for Amendment thereto with the written consent of all the parties. Section 14.4 provided for Assignment of the Agreement in limited circumstances.
QuickLinks -- Click here to rapidly navigate through this documentAsset Purchase Agreement • June 3rd, 2002 • Cdex Inc • Maryland
ASSET PURCHASE AGREEMENT (this "Agreement") dated August 4, 2001, between CDEX Inc., a Nevada corporation ("Buyer"), and Loch Harris, Inc., a Nevada corporation ("Loch") and Chem Tech, Inc., a subsidiary of Loch ("ChemTech") (jointly and severally, "Company").
QuickLinks -- Click here to rapidly navigate through this documentLoan Agreement • June 3rd, 2002 • Cdex Inc
This Agreement between CDEX Inc (Company) and Kitty C. Philips (KCP) is for a loan of $20,000 from KCP to Company. The loan is made this date, November 14, 2001 (the loan date). CDEX agrees to repay the loan as soon as it has funds available. The loan will be repaid with simple interest of 9%. At the option of KCP, within one year from the loan date the loan can be converted to restricted common stock of Company at a rate of $0.50 per share or the lowest rate given any investors during the six months following the loan date.
QuickLinks -- Click here to rapidly navigate through this documentExecutive Services Agreement • June 3rd, 2002 • Cdex Inc • Maryland
THIS SERVICES AGREEMENT is entered into as of July 24, 2001 (the "Effective Date"), by and among CDEx-Inc. Corp., a Nevada corporation (the "Company"), Dynamic Management Resolutions LLC, a Delaware limited liability company (the "Provider"), and the Executives listed in Section 3, below (collectively called the "Parties").
QuickLinks -- Click here to rapidly navigate through this documentConsultant Services Agreement • June 3rd, 2002 • Cdex Inc • Maryland
THIS SERVICES AGREEMENT is entered into as of July 24, 2001 (the "Effective Date"), by and among CDEx-Inc. Corp., a Nevada corporation (the "Company"), Dynamic Management Resolutions LLC, a Delaware limited liability company (the "Provider"), and the Consultants listed in Section 3, below (collectively called the "Parties").
QuickLinks -- Click here to rapidly navigate through this documentCdex Inc • June 3rd, 2002
This Agreement is entered into to be effective this 1st day of March, 2002, by and between Loch Harris, Inc., a Nevada corporation (Loch) and CDEX, Inc., a Nevada corporation (CDEX).
QuickLinks -- Click here to rapidly navigate through this documentCdex Inc • June 3rd, 2002
Pursuant to our November 21, 2001 Convertible Note Purchase Agreement, this letter confirms our receipt of the Conversion Request dated February 25, 2002 to convert the Promissory Note dated February 25, 2002 in the amount of $40,000 (Forty Thousand) to CDEX Common Stock. This is the final Conversion Request under the November 21, 2001 Agreement.
CONVERTIBLE NOTE PURCHASE AGREEMENTConvertible Note Purchase Agreement • June 3rd, 2002 • Cdex Inc • Nevada
THIS AGREEMENT, dated as of November 21, 2001, is entered into by and among CDEX, Inc., a Nevada corporation (the "Company"), and Mr. Robert Stewart (the "Investor").
