AGREEMENT AND PLAN OF MERGER

      SHARE EXCHANGE AGREEMENT , dated as of October 7, 2009 (this “ Agreement ”) by and among Paragon Toner, Inc. (“ Paragon ”), the stockholders of Paragon (the “ Paragon Shareholders ”), Lexon Technologies Inc., a Delaware corporation (the “Company ”), and the stockholders of the Company.

      WHEREAS , the Paragon Shareholders own 100% of the issued and outstanding ordinary shares of Paragon (such shares being hereinafter referred to as the “Paragon Shares”) ; and

      WHEREAS , (i) the Paragon Shareholders and Paragon believe it is in their respective best interests for the Paragon Shareholders to exchange 15,069 Shares of Paragon representing 100% of all issued outstanding shares of Paragon (“Paragon Shares”) for 347,448,444 newly-issued shares of the (“the Company Shares ”) of common stock, $0.006 per share, of the Company (the “ Common Stock ”) (ii) The Company believes it is in its best interest and the best interest of its stockholders to acquire the Paragon Shares in exchange for the Company Shares, all upon the terms and subject to the conditions set forth in this Agreement (the “ Share Exchange ”)

      NOW, THEREFORE, in consideration of the mutual terms, conditions and other agreements set forth herein, the parties hereto agree as follows:

ARTICLE I

EXCHANGE OF PARAGON SHARES FOR THE COMPANY SHARES

      Section 1.1 Agreement to Exchange Paragon Shares for The Company Shares . On the Closing Date (as hereinafter defined) and upon the terms and subject to the conditions set forth in this Agreement, the Paragon Shareholders shall assign, transfer, convey and deliver the Paragon Shares to the Company. In consideration and exchange for the Paragon Shares, the Company shall issue, transfer, convey and deliver the Company Shares to the Paragon Shareholders.

      Section 1.2 Conditions Precedent . The Company prior to Closing will have effectuated the following as Conditions Precedent of the Execution of this Agreement

This entire agreement is subject to the execution of the above at the earliest date possible.

      Section 1.3 Closing and Actions at Closing . The Effective Date of this Agreement shall be October 22 , 2009. The closing of the Share Exchange (the “ Closing ”) shall take place remotely via the exchange of documents and signatures within 30 days of the consummation of this Agreement (the “ Closing Date ”).

      Section 1.4 Directors of The Company at Closing Date . Upon consummation of this Agreement, two of three current Board of Directors shall resign from the board of directors of The Company (the “ The Company Board ”) and Paragon will appoint 3 directors to the board of directors. Paragon will have the managerial control of the Company, and will appoint new officers to the company.

      Section 1.5 Reverse Merger – Paragon and the Paragon Shareholders will cause the dissolution of Paragon as soon as practicable after the consummation of this Agreement.

ARTICLE II

REPRESENTATIONS AND WARRANTIES OF THE COMPANY

     The Company represents, warrants and agrees that all of the statements in the following subsections of this Article II are true and complete as of the date hereof.

     Section 2.1 Corporate Organization

     a. The Company is a corporation duly organized, validly existing and in good standing under the laws of Delaware, and has all requisite corporate power and authority to own its properties and assets and governmental licenses, authorizations, consents and approvals to conduct its business as now conducted and is duly qualified to do business and is in good standing in each jurisdiction in which the nature of its activities makes such qualification and being in good standing necessary, except where the failure to be so qualified and in good standing will not have a material adverse effect on the activities, business, operations, properties, assets, condition or results of operation of the Company. “ Material Adverse Effect ” means, when used with respect to the Company, any event, occurrence, fact, condition, change or effect, which, individually or in the aggregate, would reasonably be expected to be materially adverse to the business, operations, properties, assets, condition (financial or otherwise), or operating results of the Company, or materially impair the ability of the Company to perform its obligations under this Agreement, excluding any change, effect or circumstance resulting from (i) the announcement, pendency or consummation of the transactions contemplated by this Agreement, or (ii) changes in the United States securities markets generally.

     b. Copies of the certificate of incorporation and by-laws of the Company with all amendments thereto, as of the date hereof ( “The Company Charter Documents ”), have been furnished to Paragon, and such copies are accurate and complete as of the date hereof..

      Section 2.2 Authorization, Validity and Enforceability of Agreements . The Company has all corporate power and authority to execute and deliver this Agreement and all agreements, instruments and other documents to be executed and delivered in connection with the transactions contemplated by this Agreement to perform its obligations hereunder and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement by the Company and the consummation by the Company of the transactions contemplated hereby and thereby, have been duly authorized by all necessary corporate action of the Company, and no other corporate proceedings on the part of the Company are necessary to authorize this Agreement or to consummate the transactions contemplated hereby and thereby. This Agreement constitutes the valid and legally binding obligation of the Company and is enforceable in accordance with its terms, except as such enforcement may be limited by general equitable principles, or by bankruptcy, insolvency and other similar laws affecting the enforcement of creditors rights generally. The Company does not need to give any notice to, make any filings with, or obtain any authorization, consent or approval of any government or governmental agency or other person in order for it to consummate the transactions contemplated by this Agreement, other than filings that may be required or permitted under states securities laws, the Securities Act and/or the Exchange Act resulting from the issuance of the Company Shares or securities in connection with the Private Placement.

     Section 2.3 Financial Statements; SEC Filings .

     a. The Company’s financial statements (the “ Financial Statements ”) contained in its periodic reports filed with the SEC have been prepared in accordance with generally accepted accounting principles applicable in the United States of America ( “U.S. GAAP” ) applied on a consistent basis throughout the periods indicated, except that those Financial Statements that are not audited do not contain all footnotes required by U.S. GAAP. The Financial Statements fairly present the financial condition and operating results of The Company as of the dates, and for the periods, indicated therein, subject to normal

year-end audit adjustments. The Company is not a guarantor or indemnitor of any indebtedness of any other person, entity or organization. The Company maintains a standard system of accounting established and administered in accordance with U.S. GAAP. It is understood by the Company that Paragon and the Paragon Shareholders have relied on the accuracy of the Financia