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STEREOTAXIS, INC. filed this Form S-1/A on 05/12/2004
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     8.  FORCE MAJEURE. Siemens will not be liable for any failure to fulfill 
its obligations under this Agreement due to causes beyond its reasonable control
and without its fault or negligence including, but not limited to, governmental
laws and regulations, acts of God or the public, war or other violence, acts of
terrorism, civil commotion, blockades, embargoes, calamities, floods, fires,
earthquakes, explosions, accidents, storms, strikes, lockouts, work stoppages,
labor disputes, or unavailability of labor, raw materials, power or supplies. In
addition, in the event of any determination pursuant to the provisions of a
collective bargaining agreement preventing or hindering the performance of any
of the obligations of Siemens under this Agreement, or determining that the
performance of any such obligations violates provisions of that collective
bargaining agreement, or in the event a trade union, or unions, otherwise
prevents Siemens from performing any such obligations, then Siemens shall be
excused from the performance of such obligations unless Stereotaxis makes all
required arrangements with the trade union, or unions, to permit Siemens to
perform the work. Any additional costs incurred by Siemens that are related to
such arrangements made by Stereotaxis in respect of such labor dispute(s) shall
be paid by Stereotaxis.

     9.  DEVELOPMENT OF A JOINT PLANNING GUIDE. Stereotaxis shall provide
reasonably sufficient information to jointly develop with Siemens a
site-planning guide for use in preparing customer sites to accept the
Stereotaxis Products. This activity shall consist of reviewing the AXIOM Artis
dFC planning guide 100.891.01 and developing specifications, drawings and
verbiage to describe the required room construction for the Stereotaxis
Products. This data and information shall be incorporated into a joint
site-planning guide and issued by Siemens as a released document with an
assigned Siemens document number. The information to be provided shall include,
but not be limited to, the following:

     o   Structural requirements including:

         o   Component weights and centers of gravity

         o   Desired anchoring methods for the following floor types: 

             o   Slab on grade

             o   Screed floors

             o   Computer flooring

             o   Through bolting

     o   Electrical requirements including:

         o   Power specification(s)

         o   Power Distribution

         o   Cable types and lengths including a connection diagram with fixed 

         o   Cable separation requirements, if any 

         o   Conduit sizes required 

     o  Environmental requirements including:

         o   Temperature and humidity specification

         o   Temperature and humidity gradients

         o   Heat dissipation of components

         o   Cabinet airflow

         o   Noise

         o   Temperature & Humidity specifications for transport and storage

     o  Room Planning

         o   Minimum and recommended room sizes

         o   Movement ranges of equipment

         o   Service Access

         o   Detailed drawings of equipment sizes

         o   Details of magnetic shielding options

     o  Equipment Transportation & Delivery

         o   Requirements for equipment ingress, weights, sizes, special 
             precautions, etc.

         o   Details of pre-installations kit and required work by the 


     (a) SIEMENS' RESPONSIBILITIES. Siemens shall create site plans for customer
installations that include details of room preparation requirements for both the
Stereotaxis Products and the Siemens


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