0000950123-09-061553 Sample Contracts

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • November 12th, 2009 • Xstream Systems Inc • Florida

This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made, entered into and effective as of the 1st day of November, 2006, by and between XStream Systems, Inc., a Delaware corporation (“XStream”), and Paul J. Micciche (“Executive”).

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FIRST AMENDMENT TO AMENDED AND RESTATED SERIES B WARRANT AGREEMENT
Warrant Agreement • November 12th, 2009 • Xstream Systems Inc • Florida

THIS FIRST AMENDMENT is entered into as of this 9 day of November, 2009, between XStream Systems, Inc., a Delaware corporation (the “Company”), and the Holders from time to time of the Warrants created under the Amended and Restated Series B Warrant Agreement dated as of August 27, 2009 (the “Warrant Agreement”) between the Company and such Holders.

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LICENSE AGREEMENT Between RUTGERS, THE STATE UNIVERSITY OF NEW JERSEY And XSTREAM SYSTEMS, INC. Dated 12/l3/04
License Agreement • November 12th, 2009 • Xstream Systems Inc • New Jersey

THIS AGREEMENT (the “Agreement”) is made and is effective as of the 13th day of December, (the “Effective Date”) by and between RUTGERS, THE STATE UNIVERSITY OF NEW JERSEY, having its statewide Office of Corporate Liaison and Technology Transfer at ASB Annex III, 3 Rutgers Plaza, New Brunswick, NJ 08901-8559, (hereinafter referred to as “Rutgers”), and XStream Systems, Inc., a Delaware corporation, with its principal place of business at 3873 39th Square, Vero Beach, Florida 32960 (hereinafter referred to as “Licensee”).

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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • November 12th, 2009 • Xstream Systems Inc • Florida

This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made, entered into and effective as of the 15th day of August, 2009, by and between XStream Systems, Inc., a Delaware corporation (“XStream” or the “Company”)), and Christie Butler (“Executive”).

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SERIES D PREFERRED STOCK PURCHASE AGREEMENT Dated as of August 27, 2009 by and among XStream Systems, Inc. and the Investors named herein
Series D Preferred Stock Purchase Agreement • November 12th, 2009 • Xstream Systems Inc • Florida

SERIES D PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of August 27, 2009, by and among XStream Systems, Inc., a Delaware corporation (the “Company”), and each of the Investors listed on Appendix I hereto (collectively, the “Investors”).

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Supplier Agreement BETWEEN XStream Systems, Inc. (“XSI”) And Kimball Electronics, Inc. (“Supplier” or “Kimball”)
Supply Agreement • November 12th, 2009 • Xstream Systems Inc

This Supply Agreement (“Agreement”) is made this 6th day of September, 2006, to be effective as of September 6, 2006 (the “Effective Date”) by and between XStream Systems, Inc., a Delaware corporation, with its principal place of business at 3873 39th Square, Vero Beach, FL 32960, together with its affiliates (collectively, “XSI”) and Kimball Electronics, Inc., a Delaware corporation, having its principal place of business at 1600 Royal Street, Jasper, IN 47549 (“Supplier” or “Kimball”).

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AMENDED AND RESTATED SERIES B WARRANT AGREEMENT Dated as of August 27, 2009
Series B Warrant Agreement • November 12th, 2009 • Xstream Systems Inc • Florida

THIS AMENDED AND RESTATED SERIES B WARRANT AGREEMENT (this “Agreement”) is entered into as of this 27th day of August, 2009, between XStream Systems, Inc., a Delaware corporation (the “Company”), and the Holders from time to time of the Warrants (as defined below) created hereunder.

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SECOND AMENDMENT Dated as of May 30, 2008 to SERIES A PREFERRED STOCK PURCHASE AGREEMENT DATED AS OF MARCH 14, 2007
Preferred Stock Purchase Agreement • November 12th, 2009 • Xstream Systems Inc • Florida

THIS SECOND AMENDMENT TO SERIES A PREFERRED STOCK PURCHASE AGREEMENT (this “Amendment”) is entered into as of this 30th day of May, 2008 among XStream Systems, Inc., a Delaware corporation (“Company”), the investors identified as “Third Closing Investors” on Appendix I-C hereto.

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TERM LOAN AGREEMENT
Term Loan Agreement • November 12th, 2009 • Xstream Systems Inc • Indiana

This Term Loan Agreement is entered into as of the 6th day of September, 2006 (the “Effective Date”), by and between XStream Systems, Inc., a Delaware corporation (“Borrower”) and Kimball International, Inc., an Indiana corporation (“Kimball”).

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SERIES A PREFERRED STOCK PURCHASE AGREEMENT Dated as of March 14, 2007 by and among XStream Systems, Inc. and the Investors named herein
Series a Preferred Stock Purchase Agreement • November 12th, 2009 • Xstream Systems Inc • Florida

SERIES A PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of March 14, 2007, by and among XStream Systems, Inc., a Delaware corporation (the “Company”), and each of the Investors listed in Appendix I hereto (collectively, the “Investors”).

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SECOND AMENDED AND RESTATED SECURITYHOLDERS’ AGREEMENT Dated as of August 27, 2009 Among XStream Systems, Inc. and Each of the Securityholders Named Herein
Securityholders’ Agreement • November 12th, 2009 • Xstream Systems Inc • Delaware

THIS SECOND AMENDED AND RESTATED SECURITYHOLDERS’ AGREEMENT (this “Agreement”) is dated as of August 27, 2009 by and among XStream Systems, Inc., a Delaware corporation (the “Corporation”), each of the Persons set forth on Exhibit A attached hereto and each other holder of Securities (as hereinafter defined) that may hereafter become bound by the terms of this Agreement (each a “Securityholder” and collectively, the “Securityholders”).

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FIRST AMENDMENT TO SECOND AMENDED AND RESTATED SECURITYHOLDERS’ AGREEMENT
Securityholders’ Agreement • November 12th, 2009 • Xstream Systems Inc • Delaware

This FIRST AMENDMENT (this “Amendment”) is entered into as of this 9 day of November 2009, between XStream Systems, Inc., a Delaware corporation (the “Company”), and the Securityholders named in the Second Amended and Restated Securityholders’ Agreement dated as of August 27, 2009 (the “Securityholders’ Agreement”) between the Company and such Securityholders.

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AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT Dated as of August 27, 2009 by and among XStream Systems, Inc. and the Investors named herein
Registration Rights Agreement • November 12th, 2009 • Xstream Systems Inc • Florida

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of August 27, 2009 by and among XStream Systems, Inc., a Delaware corporation (the “Company”), and the Persons named on Schedule I attached hereto as Investors (individually an “Investor” and collectively the “Investors”).

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AMENDED AND RESTATED SERIES C WARRANT AGREEMENT Dated as of August 27, 2009
Series C Warrant Agreement • November 12th, 2009 • Xstream Systems Inc • Florida

THIS AMENDED AND RESTATED SERIES C WARRANT AGREEMENT (this “Agreement”) is entered into as of this 27th day of August, 2009, between XStream Systems, Inc., a Delaware corporation (the “Company”), and the Holders from time to time of the Warrants (as defined below) created hereunder.

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FIRST AMENDMENT TO AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 12th, 2009 • Xstream Systems Inc • Florida

This FIRST AMENDMENT (this “Amendment”) is entered into as of this 9 day of November 2009, between XStream Systems, Inc., a Delaware corporation (the “Company”), and the Persons named on Schedule I to the Amended and Restated Registration Rights Agreement dated as of August 27, 2009 (the “Registration Rights Agreement”) as Investors (individually an “Investor” and collectively the “Investors”).

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LEASE
Lease • November 12th, 2009 • Xstream Systems Inc

THIS LEASE made and entered into this 25th day of Oct., 2004, by and between J. P. H. Development Corp. (hereinafter “Landlord”) and Xstream Systems (hereinafter “Tenant”).

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Letter of Intent XStream Systems Collaboration Agreement for Swisslog
Xstream Systems Inc • November 12th, 2009

This Letter of Intent confirms the intended relationship between XStream Systems, Inc. (XSI) and Swisslog (SWL). Both XSI and SWL agree to finalize the details of the intended collaboration agreement and attachments on or before September 30, 2009 to be effective.

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SERIES D WARRANT AGREEMENT Dated as of August 27, 2009
Series D Warrant Agreement • November 12th, 2009 • Xstream Systems Inc • Florida

THIS SERIES D WARRANT AGREEMENT (this “Agreement”) is entered into as of this 27th day of August, 2009, between XStream Systems, Inc., a Delaware corporation (the “Company”), and the Holders from time to time of the Warrants (as defined below) created hereunder.

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LETTER OF INTENT
Company Collaboration Agreement • November 12th, 2009 • Xstream Systems Inc

This Letter of Intent dated September 23, 2009, confirms the intended relationship between XStream Systems, Inc. (XSI) and Eastman Kodak Company (Kodak) (the “LOI”). Both parties agree to negotiate the details of the intended collaboration agreement and attachments on or before October 30, 2009 in a definitive agreement signed by both parties. The conditions of this Letter of Intent are to be kept strictly confidential between XSI and Kodak under a Non-Disclosure Agreement executed by parties.

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XT250 Pilot Program Agreement Between AmerisourceBergen and XStream Systems Inc.
Program Agreement • November 12th, 2009 • Xstream Systems Inc • Delaware

This agreement is made by and between AmerisourceBergen Drug Corporation of Chesterbrook, Pennsylvania, a Delaware Corporation (hereinafter referred to as “ABC”) and XStream Systems of Sebastian, a Florida Corporation (hereinafter referred to as “Company”), to allow the Company to place their technology at an ABC pilot test site(s) to demonstrate the effectiveness of their XT250 Material Identification System, and continue product research for 90 days with the possibility of a 90 day extension starting July 18 , 2009 under the following terms and conditions:

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FIRST AMENDMENT Dated as of December 19, 2007 to SERIES A PREFERRED STOCK PURCHASE AGREEMENT DATED AS OF MARCH 14, 2007
Preferred Stock Purchase Agreement • November 12th, 2009 • Xstream Systems Inc • Florida

THIS FIRST AMENDMENT TO SERIES A PREFERRED STOCK PURCHASE AGREEMENT (this “Amendment”) is entered into as of this 19th day of December, 2007 among XStream Systems, Inc., a Delaware corporation (“Company”), the investors identified as “Original Series A Investors” on Appendix I-B hereto and the investors identified as “New Series B Investors” on Appendix I-B hereto (together with the Original Series A Investors, the “Second Closing Investors”).

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