Exhibit 4.22 ------------ REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement"), is made and entered into as of April __, 2006, by and among Synova Healthcare Group, Inc., a Nevada corporation (the "Company"), and the...Registration Rights Agreement • April 28th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances • Nevada
RECITALS --------Distribution Agreement • July 27th, 2005 • Synova Healthcare Group Inc • Pharmaceutical preparations • California
CONSULTING AGREEMENT Consulting Agreement dated as of December 21, 2004 by and between Advanced Global Industries Corporation, a corporation organized and existing under the laws of Nevada with offices at 114 W. Magnolia Street, #446, Bellingham, WA...Consulting Agreement • May 13th, 2005 • Synova Healthcare Group Inc • Pharmaceutical preparations • Nevada
BACKGROUNDSecurities Purchase Agreement • April 6th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances • Nevada
LEASE FROM:Lease Agreement • April 17th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
RECITALSAgreement and Plan of Merger • March 22nd, 2005 • Synova Healthcare Group Inc
BACKGROUNDIndemnification Agreement • May 13th, 2005 • Synova Healthcare Group Inc • Pharmaceutical preparations • Delaware
Exhibit 4.23 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement"), is made and entered into as of May __, 2006, by and among Synova Healthcare Group, Inc., a Nevada corporation (the "Company"), and the purchasers...Registration Rights Agreement • August 14th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances • Nevada
WITNESSETH:Shareholders Agreement • April 6th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
PURCHASER SIGNATURE PAGES TO FIRST AMENDMENT TO THE SECURITIES PURCHASE AGREEMENT]Securities Purchase Agreement • April 28th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
BACKGROUNDSecurities Purchase Agreement • April 28th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances • Nevada
SUBLEASESublease • May 13th, 2005 • Synova Healthcare Group Inc • Pharmaceutical preparations
RECITALSMerger Agreement • March 22nd, 2005 • Synova Healthcare Group Inc • Delaware
EXHIBIT C NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER...Securities Agreement • April 28th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
JUNE 2006Subscription Agreement • August 14th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
CONSULTING/RETAINER AGREEMENT This Agreement (the "Agreement") is made and entered into as of the 26th day of August, 2004 ("Effective Date"), by and between Synova Healthcare, Inc., a Delaware corporation having offices at Rose Tree Corporate Center,...Consulting Agreement • June 24th, 2005 • Synova Healthcare Group Inc • Pharmaceutical preparations • Delaware
WITNESSETH:Share Purchase Agreement • April 6th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances • Tel-Aviv
INTRODUCTIONNon-Qualified Stock Option Agreement • June 24th, 2005 • Synova Healthcare Group Inc • Pharmaceutical preparations • Pennsylvania
BACKGROUNDSecurities Purchase Agreement • April 28th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances • Delaware
AMENDMENT to Distribution Agreement by and between Applied Biotech, Inc. and Synova Healthcare, Inc.Distribution Agreement • July 27th, 2005 • Synova Healthcare Group Inc • Pharmaceutical preparations
EXECUTION COPY EMPLOYMENT AGREEMENT Parties: SYNOVA HEALTHCARE GROUP, INC. (F/N/A ADVANCED GLOBAL INDUSTRIES CORPORATION) a Nevada Corporation ("GROUP") 114 West Magnolia Street, Ste. 446 Bellingham, WA 98225 SYNOVA HEALTHCARE, INC., a Delaware...Employment Agreement • May 13th, 2005 • Synova Healthcare Group Inc • Pharmaceutical preparations • Pennsylvania
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 17th, 2007 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 12, 2007, by and among Synova Healthcare Group, Inc., a Nevada corporation (the “Company”), and the investors signatory hereto (each an “Investor” and collectively, the “Investors”).
WITNESSETH:Distribution Agreement • April 17th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 17th, 2007 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 12, 2007, among Synova Healthcare Group, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
COMMON STOCK PURCHASE WARRANT To Purchase 357,750 Shares of Common Stock of SYNOVA HEALTHCARE GROUP, INC.Security Agreement • January 17th, 2007 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, BMO Capital Markets Corp. (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after January 12, 2007 (the “Initial Exercise Date”) and on or prior to the close of business on January 12, 2012 (the “Termination Date”) but not thereafter, to subscribe for and purchase from, Synova Healthcare Group, Inc. (the “Company”), up to 357,750 shares (the “Warrant Shares”) of Common Stock, par value $0.001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Exhibit 4.19 ------------ FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT This First Amendment to Registration Rights Amendment (this "First Amendment"), which amends the Registration Rights Agreement dated January 19, 2006, among the parties hereto...Registration Rights Agreement • April 28th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
Exhibit 4.18 ------------ FIRST AMENDMENT TO COMMON STOCK PURCHASE WARRANT This First Amendment (this "First Amendment") to the Common Stock Purchase Warrant (the "Warrant"), dated January 19, 2006, between Synova Healthcare Group, Inc., a Nevada...Common Stock Purchase Warrant • April 28th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
RECITALSDistribution Agreement • April 6th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
November 29, 2005 BioPad Ltd. 6b Tfutzot Israel st. Korazin Industrial Zone Givataim Israel Attention: Hanoch Kaftzan, CEO Re: Share Purchase Agreement between Synova Pre-Natal Healthcare, Inc. ("Synova") and BioPad Ltd. ("BioPad"). Dear Hanoch:...Share Purchase Agreement • December 5th, 2005 • Synova Healthcare Group Inc • Pharmaceutical preparations
COMMON STOCK PURCHASE WARRANT To Purchase 5,500,000 Shares of Common Stock of SYNOVA HEALTHCARE GROUP, INC.Security Agreement • January 17th, 2007 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, PLAINFIELD DIRECT LLC, a Delaware limited liability company (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after January 12, 2007 (the “Initial Exercise Date”) and on or prior to the close of business on January 12, 2012 (the “Termination Date”) but not thereafter, to subscribe for and purchase from, Synova Healthcare Group, Inc. (the “Company”), up to 5,500,000 shares (the “Warrant Shares”) of Common Stock, par value $0.001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
COMMON STOCK PURCHASE WARRANT To Purchase 2,200,000 Shares of Common Stock of SYNOVA HEALTHCARE GROUP, INC.Security Agreement • January 17th, 2007 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CASTLERIGG MASTER INVESTMENTS LTD. (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after January 12, 2007 (the “Initial Exercise Date”) and on or prior to the close of business on January 12, 2012 (the “Termination Date”) but not thereafter, to subscribe for and purchase from, Synova Healthcare Group, Inc. (the “Company”), up to 2,200,000 shares (the “Warrant Shares”) of Common Stock, par value $0.001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
November 13, 2005 BioPad Ltd. 6b Tfutzot Israel st. Korazin Industrial Zone Givaiaim Israel Attention: Henoch Kaftzan, CEO Re: Share Purchase Agreement between Synova Pre-Natal Healthcare, Inc. ("Synova") and BioPad Ltd. ("BioPad"). Dear Hanoch:...Share Purchase Agreement • April 17th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
Exhibit 4.2 ----------- FORM OF PROMISSORY NOTEPromissory Note • April 6th, 2006 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
Exhibit 10.14 SECURITY AGREEMENTSecurity Agreement • June 24th, 2005 • Synova Healthcare Group Inc • Pharmaceutical preparations
Synova Healthcare, Inc. Rose Tree Corporate Center 1400 North Providence Road Bldg II, Suite 6010 Media, Pennsylvania 19063 (Individually and collectively "Debtor")
SYNOVA HEALTHCARE GROUP, INC.Securities Purchase Agreement • January 17th, 2007 • Synova Healthcare Group Inc • In vitro & in vivo diagnostic substances
THIS NOTE is one of a series of duly authorized and issued notes of Synova Healthcare Group, Inc., a Nevada corporation (the “Company”), designated as its 6.5% Senior Convertible Promissory Notes due January 12, 2012, in the original aggregate principal amount of fifteen million dollars ($ ) (collectively, the “Notes” and each Note comprising the Notes, a “Note”).
