EXHIBIT 10.5 ESCROW AGREEMENT THIS ESCROW AGREEMENT (this "Agreement") is made and entered into as of December ___, 2005 XSUNX, INC., a Colorado corporation (the "Company"); the Buyer(s) listed on the Securities Purchase Agreement, dated the date...Escrow Agreement • December 12th, 2005 • Xsunx Inc • Unsupported plastics film & sheet • New Jersey
Recitals:Termination Agreement • December 12th, 2005 • Xsunx Inc • Unsupported plastics film & sheet
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of December ___, 2005, by and among XSUNX, INC., a Colorado corporation (the "Company"), and the Buyers listed on Schedule I attached hereto...Securities Purchase Agreement • December 12th, 2005 • Xsunx Inc • Unsupported plastics film & sheet • New Jersey
EXHIBIT 10.4 AMENDED AND RESTATED SECURITY AGREEMENT THIS AMENDED AND RESTATED SECURITY AGREEMENT (the "Agreement"), is entered into and made effective as of December ___, 2005 to amend and restated the original Security Agreement entered into and...Security Agreement • December 12th, 2005 • Xsunx Inc • Unsupported plastics film & sheet • New Jersey
EXHIBIT 10.2 INVESTOR REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December ____, 2005, by and among XSUNX, INC., a Colorado corporation (the "Company"), and the undersigned investors listed on...Investor Registration Rights Agreement • December 12th, 2005 • Xsunx Inc • Unsupported plastics film & sheet • New Jersey
EXHIBIT 10.6 IRREVOCABLE TRANSFER AGENT INSTRUCTIONS December ___, 2005 Mountain Share Transfer 1625 Abilene Drive Broomfield, CO 80020-1147 RE: XSUNX, INC. Ladies and Gentlemen: Reference is made to that certain Securities Purchase Agreement (the...Xsunx Inc • December 12th, 2005 • Unsupported plastics film & sheet
RECITALS:Pledge and Escrow Agreement • December 12th, 2005 • Xsunx Inc • Unsupported plastics film & sheet • New Jersey
No. CCP-3 $2,000,000 XSUNX, INC. Secured Convertible Debenture Due December ___, 2008 This Secured Convertible Debenture (the "Debenture") is issued by XSUNX, INC., a Colorado corporation (the "Obligor"), to CORNELL CAPITAL PARTNERS, LP (the...Security Agreement • December 12th, 2005 • Xsunx Inc • Unsupported plastics film & sheet
