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STEREOTAXIS, INC. filed this Form S-1/A on 05/12/2004
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                                  ATTACHMENT 3

Stereotaxis may, at its option, loan Supplier special tooling, owned by
Stereotaxis, in order to assist in the manufacture, assembly, inspection, or
test of Items. Supplier shall be responsible for storing such tooling safely in
a manner that shall preserve its functionality. Supplier shall be responsible
for maintaining such tooling per instructions of Stereotaxis or manufacturer of
tooling as appropriate. Supplier shall be responsible for providing adequate
insurance coverage for such tooling in case of loss or damage. All such tooling
shall be clearly marked with a tag showing the part number, revision, date
received, and that it is owned by Stereotaxis.

Stereotaxis may at any time audit the condition of such loaned tooling to ensure
that it is stored and maintained in an acceptable manner.

Supplier shall reimburse Stereotaxis if such tooling is lost or damaged while in
Supplier's possession, unless damage has occurred upon use of tooling at
Stereotaxis' specific instructions.

                                    Page 14

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