0001193125-10-027169 Sample Contracts

EMPLOYMENT AND SEVERANCE AGREEMENT
Employment and Severance Agreement • February 10th, 2010 • Overland Storage Inc • Computer storage devices • California

THIS EMPLOYMENT AND SEVERANCE AGREEMENT (this “Agreement”) is entered into between Overland Storage, Inc., a California corporation (“Employer” or the “Company”) and Kurt L. Kalbfleisch (“Executive”) on September 29, 2009 (the “Effective Date”). This Agreement has been negotiated by and between the parties and is effective on the Effective Date.

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RETENTION AGREEMENT
Retention Agreement • February 10th, 2010 • Overland Storage Inc • Computer storage devices • California

This Retention Agreement (this “Agreement”) is entered into on June 24, 2009 between Overland Storage Inc., a California corporation having its principal offices at 4820 Overland Avenue, San Diego, California 92123 (the “Company”), and Eric Kelly (“Employee”).

COMMON STOCK PURCHASE WARRANT
Common Stock Purchase Warrant • February 10th, 2010 • Overland Storage Inc • Computer storage devices • California

THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) is entered into and effective as of November 4, 2009 (the “Issue Date”), by and between Overland Storage, Inc., a California corporation (the “Company”), and Roth Capital Partners, LLC (“Warrantholder”). This Warrant is issued pursuant to and in satisfaction of the Company’s obligations under that certain Underwriting Agreement between the Company and Warrantholder dated October 30, 2009 (the “Underwriting Agreement”) with respect to a public offering of securities by the Company commencing on October 30, 2009 (the “Offering Commencement Date”).

SEPARATION AGREEMENT
Separation Agreement • February 10th, 2010 • Overland Storage Inc • Computer storage devices • California

This Separation Agreement (“Agreement”) is made by and between Vernon A. LoForti (“Executive”) and Overland Storage, Inc. (the “Company”) and is effective on September 28, 2009.

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