EXHIBIT 10.2 NEITHER THIS WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY OTHER APPLICABLE SECURITIES LAWS IN RELIANCE UPON AN EXEMPTION FROM THE...Dental Medical Diagnostic Systems Inc • December 8th, 1999 • Dental equipment & supplies
EXHIBIT C REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT, dated as of February 24, 2000, between the investor or investors signatory hereto (each an "Investor" and together the "Investors"), and Dental/Medical Diagnostic Systems,...Registration Rights Agreement • March 30th, 2000 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies • New York
1 EXHIBIT 10.39 DENTAL/MEDICAL DIAGNOSTIC SYSTEMS, INC. PURCHASE AGREEMENT $4,500,000 PRINCIPAL AMOUNT OF 12% SENIOR SUBORDINATED NOTES DUE 1999 DATED AS OF MARCH 2, 1998 To the Purchasers named in Schedule 1 hereto: The undersigned, Dental/Medical...Dental Medical Diagnostic Systems Inc • April 24th, 1998 • Dental equipment & supplies • California
EXHIBIT 2.2 CONTRIBUTION AGREEMENT The undersigned Robert H. Gurevitch, Anatoly Borodyansky and Dewey Perrigo (hereinafter jointly and severally referred to as "Shareholders") hereby tender a total of three thousand (3,000) shares of the capital stock...Contribution Agreement • February 28th, 1997 • Dental Medical Diagnostic Systems Inc • Photographic equipment & supplies
1 EXHIBIT 10.5 EMPLOYMENT AGREEMENT This Employment Agreement (this "AGREEMENT") is made and entered into as of the 1st day of October 1996, by and between EDUDATA CORPORATION, a Delaware corporation (the "COMPANY"), and Robert H. Gurevitch...Employment Agreement • January 21st, 1997 • Dental Medical Diagnostic Systems Inc • Photographic equipment & supplies • California
1 EXHIBIT 10.1 DENTAL/MEDICAL DIAGNOSTIC SYSTEMS, INC. SECURED CONVERTIBLE PROMISSORY NOTE THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR UNDER ANY STATE SECURITIES LAW AND MAY NOT BE PLEDGED, SOLD,...Dental Medical Diagnostic Systems Inc • January 21st, 1997 • Photographic equipment & supplies • New York
EXHIBIT B-2 NEITHER THIS WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY OTHER APPLICABLE SECURITIES LAWS IN RELIANCE UPON AN EXEMPTION FROM THE...Dental Medical Diagnostic Systems Inc • March 30th, 2000 • Dental equipment & supplies
EXHIBIT 4.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "AGREEMENT"), dated as of July 21, 2000, between Dental/Medical Diagnostic Systems, Inc., a Delaware corporation (the "COMPANY"), and the various investors identified and...Dental Medical Diagnostic Systems Inc • August 24th, 2000 • Dental equipment & supplies • New York
EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT, dated as of July 21, 2000, between the investor or investors signatory hereto (the "Holders"), and DENTAL/MEDICAL DIAGNOSTIC SYSTEMS, INC., a Delaware corporation having its...Registration Rights Agreement • August 24th, 2000 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies • New York
AND FADI NAHAB AND DMDS LIMITEDAgreement • April 1st, 1999 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies • England and Wales
AGREEMENTAgreement • March 31st, 1998 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies • California
LOGO "A.I.R."]Dental Medical Diagnostic Systems Inc • March 30th, 2000 • Dental equipment & supplies
1 EXHIBIT 10.9 DISTRIBUTION AGREEMENT This DISTRIBUTION AGREEMENT (this "AGREEMENT") is made and entered into as of October 1, 1996 (the "EFFECTIVE DATE"), by and between EDUDATA CORPORATION, a Delaware corporation ("EDUDATA"), and BOSTON MARKETING...Distribution Agreement • January 21st, 1997 • Dental Medical Diagnostic Systems Inc • Photographic equipment & supplies • California
WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK OF DENTAL/MEDICAL DIAGNOSTIC SYSTEMS, INC.Dental Medical Diagnostic Systems Inc • January 21st, 1997 • Photographic equipment & supplies • New York
EMPLOYMENT AGREEMENT This Employment Agreement (this "AGREEMENT") is made and entered into as of the 20th day of May 1999, by and between Dental Medical Diagnostics, Inc., a Delaware corporation (the "COMPANY"), and Robert H. Gurevitch ("EXECUTIVE")....Employment Agreement • May 28th, 1999 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies • California
R E C I T A L SStock Purchase Agreement • January 18th, 2000 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies • California
2- 3 (d) On at least twenty (20) days notice in writing by the Agent, to do the following: furnish further assurance of title, execute any written agreement or do any other acts necessary to effectuate the purposes and provisions of this Agreement,...Security Agreement • January 21st, 1997 • Dental Medical Diagnostic Systems Inc • Photographic equipment & supplies • New York
WARRANT AGREEMENT Agreement made as of __________ __, 1997, between Dental/Medical Diagnostic Systems, Inc., a Delaware corporation with offices at 200 North Westlake Boulevard, Suite 202, Westlake Village, California 91362 ("Company"), and American...Warrant Agreement • April 30th, 1997 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies • New York
and 479671 BC Ltd. DBA NATIONAL DENTAL DIRECTDistributor Agreement • February 28th, 1997 • Dental Medical Diagnostic Systems Inc • Photographic equipment & supplies • California
FIRST ADDENDUM TO EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • March 30th, 2000 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies
DMD GMBH AND RALF MULLER AND DMDS LIMITEDAgreement • April 1st, 1999 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies • England and Wales
RECITALSDental Medical Diagnostic Systems Inc • February 28th, 1997 • Photographic equipment & supplies • California
SI/VAI Agreement Page 1 of 8 1996 SYSTEMS INTEGRATOR/VALUE ADDED INTEGRATOR AGREEMENT SONY BUSINESS AND PROFESSIONAL PRODUCTS GROUP SONY ELECTRONICS INC. ARTICLE I PARTIES TO THIS AGREEMENT This Agreement is entered into and is effective as of the...Agreement • February 28th, 1997 • Dental Medical Diagnostic Systems Inc • Photographic equipment & supplies • New Jersey
RECITALSAgreement • November 14th, 1997 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies • California
B-1 2 National Market, the Fair Market Value of a share of Common Stock shall be the closing sales price for such stock (or the closing bid, if no sales were reported) as quoted on such system or exchange (or the exchange with the greatest volume of...Dental Medical Diagnostic Systems Inc • March 31st, 1998 • Dental equipment & supplies • California
LICENSE AGREEMENT GRANTING THE AUTHORIZATION TO MANUFACTURE PARTIALLY THE PRODUCT CALLED L.E.D. LIGHT (OR APOLLO-E-LIGHT) 1. This contract is made and agreed for by: DMDS Co. Ltd. UK, Pantile, Whistley Green, Hurst, Berks RG10 OES, UNITED KINGDOM with...License Agreement • March 30th, 2000 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies
EXHIBIT 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT, dated as of October 25, 1999, between the investor or investors signatory hereto (each an "Investor" and together the "Investors"), and Dental/Medical Diagnostic Systems,...Registration Rights Agreement • December 8th, 1999 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies • New York
AND/ORDental Medical Diagnostic Systems Inc • April 7th, 1997 • Dental equipment & supplies • New York
BETWEENEscrow Agreement • December 8th, 1999 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies • New York
1 EXHIBIT 10.31 LETTER OF INTENT FOR EXCLUSIVE LICENSE AGREEMENT THIS LETTER OF INTENT FOR EXCLUSIVE LICENSE AGREEMENT is by and between DENTAL/MEDICAL DIAGNOSTIC SYSTEMS, INC., ("DMD") a corporation having a principal place of business in Westlake...Exclusive License Agreement • March 30th, 2000 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies
1 EXHIBIT 10.37 [LOGO] AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- GROSS (DO NOT USE THIS FORM FOR MULTI-TENANT PROPERTY) 1. BASIC PROVISIONS ("BASIC PROVISIONS"). 1.1 PARTIES: This Lease...Dental Medical Diagnostic Systems Inc • March 30th, 2000 • Dental equipment & supplies
EXHIBIT 10.32 STANDARD OFFICE LEASEOffice Lease • February 28th, 1997 • Dental Medical Diagnostic Systems Inc • Photographic equipment & supplies • California
RECITALSIndemnification Agreement • February 28th, 1997 • Dental Medical Diagnostic Systems Inc • Photographic equipment & supplies • Delaware
AGREEMENTAgreement • March 30th, 2000 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies • California
BETWEENExchangeable Preferred Stock and Warrants Purchase Agreement • March 30th, 2000 • Dental Medical Diagnostic Systems Inc • Dental equipment & supplies • New York
