WITNESSETHConsulting Agreement • April 15th, 2003 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • California
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF BIOFIELD CORPORATIONWarrant Agreement • September 14th, 2004 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Florida
BIOFIELD CORP. STOCK OPTION AGREEMENTStock Option Agreement • March 30th, 1998 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Delaware
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of December 17, 1997, by and among Biofield Corp., a Delaware corporation, with headquarters located at 1225 Northmeadow Parkway, Suite 120, Roswell, Georgia...Registration Rights Agreement • December 30th, 1997 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • New York
WITNESSETH:Lease Agreement • March 30th, 1998 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Georgia
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF BIOFIELD CORPORATIONWarrant Agreement • September 14th, 2004 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Florida
OFSubscription Agreement • December 19th, 2003 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Georgia
ARTICLE 2 REPRESENTATIONS AND WARRANTIESStock Purchase Agreement • August 11th, 2000 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • New York
CAPITAL GROWTH FINANCIAL LETTERHEAD] June 21, 2004 Biofield Corporation 1025 Nine North Drive, Suite M Alpharetta, GA 30004 Attn: David M. Long Jr. M.D., PhD. Gentlemen: This will confirm our agreement that CGF Securities, LLC ("CGF") shall, for the...Financial Advisory Agreement • September 14th, 2004 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Florida
AGREEMENTEmployment Agreement • July 29th, 1998 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • New York
EXHIBIT 10.22 MRB INVESTOR RELATIONS, LLCService Agreement • March 30th, 2004 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • New York
EXHIBIT 10.1 STOCK REPURCHASE AGREEMENT STOCK REPURCHASE AGREEMENT, dated as of December 28, 1998, between, on the one hand, GS Capital Partners, L.P. ("GS Capital") and its affiliates Stone Street Fund 1995, L.P., Stone Street Fund 1994, L.P., Bridge...Stock Repurchase Agreement • December 28th, 1998 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Delaware
CHANGE IN TERMS AGREEMENTChange in Terms Agreement • March 30th, 2004 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • California
EXHIBIT 10.21 BIOFIELD CORP. SHARE OPTION AGREEMENT Date of Grant: As of February 4, 2003 No. of Shares: _____________________ 1. Grant of Option. Biofield Corp., a Delaware corporation (the "Company"), hereby grants to ___________ (the "Optionee"),...Share Option Agreement • March 30th, 2004 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Delaware
May 14, 1998 Mr. Michael R. Gavenchak Dear Michael: Reference is made to that certain Amended and Restated Employment Agreement between Biofield Corp. and you dated as of October 1, 1992 (the "Employment Agreement"). The Employment Agreement is hereby...Employment Agreement • July 29th, 1998 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus
RESERVE EQUITY FINANCING AGREEMENTReserve Equity Financing Agreement • August 16th, 2010 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • New York
THIS AGREEMENT dated as of the 22nd day of June 2010 (the “Agreement”) between AGS Capital Group, LLC a New York limited liability company (the “Investor”), and Biofield Corporation a corporation organized and existing under the laws of the State of Delaware (the “Company”).
WITNESSETHStrategic Partnership Agreement • August 22nd, 2005 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Delaware
OFSubscription Agreement • September 14th, 2004 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Georgia
Exhibit 6.22 iCapital Finance, Inc. ------------------------------------------- ------------------------------------- 2603 Main Street Suite 1150 Irvine CA 92614 Voice 949.260.8070 Fax 949.260.0116 INVESTMENT BANKING SERVICES AGREEMENT...Investment Banking Services Agreement • April 15th, 2003 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • California
EXHIBIT 10.45 CONFIDENTIAL TREATMENT REQUESTED Manufacturing Supply Agreement BIOFIELD CORP. October 29, 1996 SUPPLY AGREEMENT This Agreement and all attachments (called the "Agreement") is made by Biofield Corp. ("Buyer"), a Delaware corporation with...Manufacturing Supply Agreement • March 27th, 1997 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Georgia
EXHIBIT 10.46 MASTER EQUIPMENT LEASE AGREEMENT DATED AS OF JULY 11, 1996 BETWEEN FINANCING FOR SCIENCE INTERNATIONAL, INC. (LESSOR) AND BIOFIELD CORP. (LESSEE) 2 TABLE OF CONTENTSMaster Equipment Lease Agreement • March 27th, 1997 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • New York
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 19th, 2008 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Pennsylvania
This Executive Employment Agreement (“Agreement”) is entered into this 15th day of September, 2008 by and between (1) BIOFIELD CORP. (“BZEC” or the “Company”), a Delaware public corporation; and (2) STEVEN WASZAK (“Executive”).
Exhibit 99.2 BIOFIELD CORP. SHARE OPTION AGREEMENTShare Option Agreement • February 27th, 2006 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Delaware
STOCK ACQUISITION AND VOTING AGREEMENTStock Acquisition and Voting Agreement • April 6th, 2006 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Delaware
The MacKay Group, Inc. (“MKG”), a corporation duly authorized and incorporated under Hong Kong law, with offices at 1615 Walnut Street, 3rd Floor, Philadelphia, Pennsylvania 19103; and
CONSULTING AGREEMENTConsulting Agreement • April 6th, 2006 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Pennsylvania
30th day of March, 2006 (the “Effective Date”) by and between (1) The MacKay Group, Inc. ("MKG"), a corporation duly authorized and incorporated under Hong Kong law, with offices at 1615 Walnut Street, 3rd Floor, Philadelphia, Pennsylvania 19103; and (2) David M. Long, Jr. (“Dr. Long”), an adult individual residing at 10988 Horizon Hills Drive, El Cajon, California 92020.
AGREEMENTLicensing Agreement • December 29th, 2000 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • California
STOCK ACQUISITION AGREEMENTStock Acquisition Agreement • April 6th, 2006 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Delaware
The MacKay Group, Inc. (“MKG”), a corporation duly authorized and incorporated under Hong Kong law, with offices at 1615 Walnut Street, 3rd Floor, Philadelphia, Pennsylvania 19103; and
Exhibit 6.22 AMENDMENT N0. 1 TO LABORATORY SERVICES AGREEMENT This Amendment No. 1 to Laboratory Services Agreement (the "Amendment") is effective as of January 1, 1996 by and between BIOFIELD CORP., a Delaware corporation ("Biofield"), and...Laboratory Services Agreement • December 29th, 2000 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • New York
EXHIBIT 4.9 REGISTRATION RIGHTS AGREEMENT Agreement dated the 24th day of September, 1997, by and between Biofield Corp., a Delaware Corporation (the "Company"), and Compass Group International Incorporated ("Holder"). WHEREAS, on the date hereof, in...Registration Rights Agreement • February 6th, 1998 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • New York
AGREEMENT FOR RE-ENGINEERING AND MANUFACTURE OF NEW BDS DEVICEAgreement for Re-Engineering and Manufacture of New BDS Device • August 16th, 2010 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Georgia
THIS AGREEMENT is made and entered into as of the date last entered below and upon the payment of $20,000 to GT for previous services provided, which payments must be made to GT by no later than August 15, 2010 ("the Effective Date"), by and between Guided Therapeutics, Inc. ("GT"), a corporation having an address of 5835 Peachtree Corners East, Suite D, Norcross, GA 30092 and Biofield Corp. ("BZEC"), a Delaware corporation, having an office at 175 Strafford Avenue, Wayne, PA 19087. In addition, prior to commencing work on the subject project, GT shall receive a further payment from BZEC of $250,000 towards the re-engineering and development of that certain BDS technology, which payment must be made to GT no later than January 30, 2011.
RECITALSEscrow Agreement • August 11th, 2000 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • New York
Exhibit 99.1 BIOFIELD CORP. SHARE OPTION AGREEMENTShare Option Agreement • March 2nd, 2006 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Delaware
EXCLUSIVE AGREEMENT FOR LICENSE AND TRANSFER OF IPExclusive Agreement for License and Transfer of Ip • August 16th, 2010 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Georgia
THIS AGREEMENT is made and entered into as of the date last entered below and upon the payment of $250,000 to Guided Therapeutics, Inc. ("GT") (as set forth below), which payment must be made to GT no later than January 30, 2011 and $20,000 to GT for previous services provided, which payment must be made to GT by no later than August 15, 2010 ("the Effective Date"), by and between Mark L. Faupel, Ph.D., an individual having an address of 160 Foalgarth Way, Alpharetta, Georgia 30022 ("DR. FAUPEL") and Biofield Corp., a Delaware corporation, having an office at 175 Strafford Avenue, Wayne, PA 19087 ("BZEC").
ARTICLE 2 REPRESENTATIONS AND WARRANTIESStock Purchase Agreement • August 11th, 2000 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Delaware
VOTING AGREEMENTVoting Agreement • October 8th, 2009 • Biofield Corp \De\ • Electromedical & electrotherapeutic apparatus • Pennsylvania
VOTING AGREEMENT, dated as of September __, 2009, between James MacKay (“MacKay”), individually, and ValiRx Plc. (“ValiRx”), (each, a "Shareholder" and together, the "Shareholders").
