0001078782-05-000196 Sample Contracts

JOINDER AGREEMENT AND FIRST AMENDMENT
Joinder Agreement and First Amendment • May 17th, 2005 • Health Enhancement Products Inc • Food and kindred products • Arizona

This JOINDER AGREEMENT AND FIRST AMENDMENT (this “Agreement”) is entered into as of March 25, 2005 by and among the following parties: (i) Howard R. Baer, an individual with a residence at 6451 East El Maro Circle, Paradise Valley, Arizona 85253, as holder (“Holder”) under that certain Demand Promissory Note dated as of February 15, 2005 (the “Demand Promissory Note”), made by Health Enhancement Products, Inc., a Nevada corporation with a principal place of business at 7740 E. Evans Rd., Scottsdale, Arizona 85260 (“Maker”) in favor of Holder; (ii) Maker; and (iii) Health Enhancement Corporation, a Nevada Corporation with a chief executive office and principal place of business at 7740 E. Evans Rd., Scottsdale, Arizona 85260 (“Additional Maker”), and is delivered in connection with each of the following:

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PATENT SECURITY AGREEMENT
Patent Security Agreement • May 17th, 2005 • Health Enhancement Products Inc • Food and kindred products • Arizona

THIS PATENT SECURITY AGREEMENT (this “Agreement”) dated as of February 15, 2005 is made by HEALTH ENHANCEMENT PRODUCTS, INC., a Nevada corporation with a chief executive office at 2530 South Rural Road, Tempe, AZ and a principal place of business at 2006 E. 5th, Suite 101 Tempe, AZ 85281 (the “Company”), in favor of HOWARD R. BAER, an individual with an address at 6451 East El Maro Circle, Paradise Valley, Arizona 85253 (the “Secured Party”).

OFFICE LEASE
Office Lease • May 17th, 2005 • Health Enhancement Products Inc • Food and kindred products • Arizona

IN CONSIDERATION of their mutual promises made herein, and intending to be legally bound hereby, the parties hereby agree as follows:

OFFICE LEASE
Office Lease • May 17th, 2005 • Health Enhancement Products Inc • Food and kindred products • Arizona

This Lease Agreement entered into on the 1st day of November, 2004, between The Baer Building North “Landlord” hereby leases the Suite A101 at described Property to Health Enhancement Products Inc. “Tenant”. The Tenant hereby leases and accepts from Landlord, the Leased Premises, upon the terms and conditions set forth in this Lease and any modifications, supplements or addenda hereto (the “Lease”), including the Basic Provisions.

SECURITY AGREEMENT
Security Agreement • May 17th, 2005 • Health Enhancement Products Inc • Food and kindred products • Arizona

THIS SECURITY AGREEMENT (this “Agreement”) dated as of February 15, 2005 is made by HEALTH ENHANCEMENT PRODUCTS, INC., a Nevada corporation with a chief executive office at 2530 South Rural Road, Tempe, AZ and a principal place of business at 2006 E. 5th, Suite 101 Tempe, AZ 85281 (the “Company”), in favor of HOWARD R. BAER, an individual with an address at 6451 East El Maro Circle, Paradise Valley, Arizona 85253 (the “Secured Party”).

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