0001398432-13-000365 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 10th, 2013 • POSITIVEID Corp • Communications equipment, nec • New York

This REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of May 10, 2013, is entered into by and between PositiveID Corporation, a Delaware corporation (the “Company”), with its principal executive office at 1690 South Congress Avenue, Suite 201, Delray Beach, FL 33445, and IBC Funds LLC, a Nevada limited liability company (the “Investor”), with its principal executive office at 5348 Vegas Drive, Las Vegas, NV 89108.

INVESTMENT AGREEMENT
Investment Agreement • May 10th, 2013 • POSITIVEID Corp • Communications equipment, nec • New York

This INVESTMENT AGREEMENT (the “Agreement”), dated as of May 10, 2013 (the “Execution Date”), is entered into by and between PositiveID Corporation, a Delaware corporation (the “Company”), with its principal executive office at 1690 South Congress Avenue, Suite 201, Delray Beach, FL 33445, and IBC Funds LLC, a Nevada limited liability company (the “Investor”), with its principal executive office at 5348 Vegas Drive, Las Vegas, NV 89108.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 10th, 2013 • POSITIVEID Corp • Communications equipment, nec • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) dated as of May 10, 2013, is entered into by and between PositiveID Corporation, a Delaware corporation (the “Company”), with its principal executive office at 1690 South Congress Avenue, Suite 201, Delray Beach, FL 33445, and IBC Funds LLC, a Nevada limited liability company, with its principal executive office at 5348 Vegas Drive, Las Vegas, NV 89108 (the “Purchaser” and together with the Company, the “Parties”).