0001193125-09-053825 Sample Contracts

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 13th, 2009 • Stereotaxis, Inc. • Electromedical & electrotherapeutic apparatus • Missouri

This SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this “Second Amendment”) is entered into by and between Stereotaxis, Inc. (the “Company” or “Stereotaxis” or “we”) and Michael P. Kaminski ( “Employee”, “you” or “your”), collectively referenced herein as “ the parties” or “we”.

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AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 13th, 2009 • Stereotaxis, Inc. • Electromedical & electrotherapeutic apparatus • Missouri

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into by and between BEVIL J. HOGG (hereinafter “HOGG” or “you” or “your”), and STEREOTAXIS, INC. (“Company” or “we” or “us” or “our”), to be effective as of November , 2008 (the “Effective Date”). For and in consideration of the following promises, the parties agree to the following:

FIRST AMENDMENT TO NOTE AND WARRANT PURCHASE AGREEMENT
Note and Warrant Purchase Agreement • March 13th, 2009 • Stereotaxis, Inc. • Electromedical & electrotherapeutic apparatus • Delaware

This First Amendment to Note and Warrant Purchase Agreement (this “First Amendment”) is made effective as of the Effective Date (as defined below), and amends that certain Note And Warrant Purchase Agreement dated February 21, 2008 (the “Existing Agreement”) by and among Stereotaxis, Inc., a Delaware corporation (the “Company”), Sanderling Venture Partners VI Co-Investment Fund, L.P., Sanderling VI Beteiligungs GmbH & Co KG, Sanderling VI Limited Partnership and Alafi Capital Company LLC (each, a “Lender” and together, the “Lenders”).

SEVERANCE AGREEMENT AND RELEASE
Severance Agreement and Release • March 13th, 2009 • Stereotaxis, Inc. • Electromedical & electrotherapeutic apparatus • Missouri

This Severance Agreement and Release (“Agreement”) is made between Stereotaxis, Inc. (“Stereotaxis”), including its divisions, subsidiaries, parent and affiliated corporations, their successors and assigns (individually and collectively “Stereotaxis”) and Kevin Shifrin (“Employee”).

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