0001193125-05-168435 Sample Contracts

STOCK APPRECIATION RIGHT AGREEMENT UNDER STEREOTAXIS, INC. (June, 2005)
Stock Appreciation Right Agreement • August 15th, 2005 • Stereotaxis, Inc. • Electromedical & electrotherapeutic apparatus • Missouri

WHEREAS, the Board of Directors of the Company (the “Board of Directors”) has adopted the Stereotaxis, Inc. 2002 Stock Incentive Plan (the “Plan”) pursuant to which stock options, performance share awards, restricted stock and stock appreciation rights with respect to shares of the common stock of the Company may be granted to employees of the Company and its subsidiaries and certain other individuals; and

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RESTRICTED STOCK AGREEMENT UNDER STEREOTAXIS, INC. 2002 STOCK INCENTIVE PLAN (June, 2005)
Restricted Stock Agreement • August 15th, 2005 • Stereotaxis, Inc. • Electromedical & electrotherapeutic apparatus • Missouri

WHEREAS, the Board of Directors of the Company (the “Board of Directors”) has adopted the Stereotaxis, Inc. 2002 Stock Incentive Plan (the “Plan”) pursuant to which options, performance share awards, restricted stock and stock appreciation rights with respect to shares of the common stock of the Company may be granted to employees of the Company and its subsidiaries, and certain other individuals;

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PERFORMANCE SHARE AGREEMENT UNDER STEREOTAXIS, INC. 2002 STOCK INCENTIVE PLAN (June, 2005)
Performance Share Agreement • August 15th, 2005 • Stereotaxis, Inc. • Electromedical & electrotherapeutic apparatus • Missouri

WHEREAS, the Board of Directors of the Company (the “Board of Directors”) has adopted the Stereotaxis, Inc. 2002 Stock Incentive Plan (the “Plan”) pursuant to which options, performance share awards, restricted stock and stock appreciation rights with respect to shares of the common stock of the Company may be granted to employees of the Company and its subsidiaries and certain other individuals; and

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NONQUALIFIED STOCK OPTION AGREEMENT UNDER STEREOTAXIS, INC.
Nonqualified Stock Option Agreement • August 15th, 2005 • Stereotaxis, Inc. • Electromedical & electrotherapeutic apparatus • Missouri

WHEREAS, the Board of Directors of the Company (the “Board of Directors”) has adopted the Stereotaxis, Inc. 2002 Non-Employee Directors’ Stock Plan (the “Plan”) pursuant to which options to purchase shares of the common stock of the Company are to be granted to Non-Employee Directors of the Company on each annual meeting of the stockholders; and

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