Growlife, Inc. – Termination of Executive Services Agreement (September 22nd, 2011)

The parties involved in this Termination of Executive Services Agreement and New Consulting Agreement (this "Agreement") are Phototron Holdings, Inc., a Delaware corporation (the "Company") and Douglas Braun ("Mr. Braun"), and this Agreement is entered into this 16th day of September, 2011.

Growlife, Inc. – Intellectual Property Security Agreement (August 24th, 2011)

This Intellectual Property Security Agreement is entered into as of August 23, 2011, by and among W-Net Fund I, L.P. ("Secured Party") and Phototron Holdings, Inc., Growlife, Inc. and Phototron, Inc. (each a "Grantor").

Growlife, Inc. – Intellectual Property Security Agreement (August 24th, 2011)

This Intellectual Property Security Agreement is entered into as of August 23, 2011, by and between Brian B. Sagheb ("Secured Party") and Phototron Holdings, Inc., Growlife, Inc. and Phototron, Inc. (each a "Grantor").

Growlife, Inc. – Contract (August 24th, 2011)

THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS (I) PURSUANT TO REGISTRATION UNDER THE ACT AND/OR APPLICABLE STATE SECURITIES LAWS OR (II) IN COMPLIANCE WITH AN EXEMPTION THEREFROM AND ACCOMPANIED, IF REQUESTED BY THE COMPANY, WITH AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH TRANSFER IS IN COMPLIANCE WITH AN EXEMPTION THEREFROM.

Growlife, Inc. – Executive Services Agreement (May 23rd, 2011)

THIS EXECUTIVE SERVICES AGREEMENT (the "Agreement") is entered into this 17th day of May, 2011 (the "Commencement Date"), between Phototron Holdings, Inc., a Delaware corporation (the "Company"), and Douglas Braun ("Executive").