REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of December 6, 2006, by and among QuantRx Biomedical Corporation, a Nevada corporation (the "Company"), and the purchasers listed on...Registration Rights Agreement • December 12th, 2006 • Quantrx Biomedical Corp • Surgical & medical instruments & apparatus • New York
ATHENA MEDICAL CORPORATION STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 14th, 1997 • Afem Medical Corp • Converted paper & paperboard prods (no contaners/boxes) • Oregon
OFQuantrx Biomedical Corp • December 12th, 2006 • Surgical & medical instruments & apparatus • New York
OFQuantrx Biomedical Corp • March 31st, 2006 • Surgical & medical instruments & apparatus • New York
This Incentive Stock Option Agreement is between ATHENA MEDICAL CORPORATION, a Nevada corporation (the "Company"), and (the "Optionee"), ---------------- pursuant to the Company's 1994 Incentive and Non-Qualified Stock Option Plan, as amended (the...Incentive Stock Option Agreement • March 31st, 1997 • Athena Medical Corp • Converted paper & paperboard prods (no contaners/boxes)
1 A-FEM MEDICAL CORPORATION NON-QUALIFIED STOCK OPTION LETTER AGREEMENT To: Steven Frankel The Board of Directors of A-Fem Medical Corporation (the "Company") has awarded you stock options for the purchase of 1,700,000 shares of the Company's common...Letter Agreement • May 10th, 2000 • Afem Medical Corp • Converted paper & paperboard prods (no contaners/boxes)
NQSOP No.______ ATHENA MEDICAL CORPORATION NON-STATUTORY STOCK OPTION AGREEMENT This Non-Statutory Stock Option Agreement is between ATHENA MEDICAL CORPORATION, a Nevada corporation (the "Company"), and ____________________ (the "Optionee"), pursuant...Stock Option Agreement • March 31st, 1997 • Athena Medical Corp • Converted paper & paperboard prods (no contaners/boxes)
Exhibit 10.23 EMPLOYMENT AGREEMENT BETWEEN: ATHENA MEDICAL CORPORATION, a Nevada corporation ("Company"); AND: SARAH P. VANDYCK ("Employee") DATED: May 28, 1996. RECITAL: The Company (dba A-FEM Medical Corporation) is engaged in the business of...Employment Agreement • March 31st, 1997 • Athena Medical Corp • Converted paper & paperboard prods (no contaners/boxes)
STAGE 2 INVESTMENT AGREEMENTInvestment Agreement • April 19th, 2007 • Quantrx Biomedical Corp • Surgical & medical instruments & apparatus • New York
Exhibit 10.9 AMENDMENT OF EMPLOYMENT CONTRACT BETWEEN: ATHENA MEDICAL CORPORATION, a Nevada corporation ("ATHENA"); AND: WILLIAM H. FLEMING ("Fleming"). DATED: December 31, 1996. ATHENA and Fleming are parties to an Employment Contract (the...Employment Contract • March 31st, 1997 • Athena Medical Corp • Converted paper & paperboard prods (no contaners/boxes)
BACKGROUNDInvestor Rights Agreement • November 14th, 2005 • Afem Medical Corp • Converted paper & paperboard prods (no contaners/boxes) • Oregon
RECITAL:Employment Agreement • August 14th, 1997 • Afem Medical Corp • Converted paper & paperboard prods (no contaners/boxes)
RECITALS:Option Agreement • December 1st, 2006 • Quantrx Biomedical Corp • Surgical & medical instruments & apparatus • New York
Exhibit 10.17 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR ANY APPLICABLE STATE SECURITIES LAW, AND NO INTEREST IN IT MAY BE OFFERED, SOLD, DISTRIBUTED, ASSIGNED, PLEDGED OR OTHERWISE TRANSFERRED ABSENT SUCH REGISTRATION...Athena Medical Corp • March 31st, 1997 • Converted paper & paperboard prods (no contaners/boxes) • Oregon
ContractQuantrx Biomedical Corp • October 24th, 2007 • Surgical & medical instruments & apparatus • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR QUANTRX BIOMEDICAL CORPORATION SHALL HAVE RECEIVED AN OPINION OF ITS COUNSEL THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
Exhibit 10.24 CONSULTANT AGREEMENT BETWEEN: ATHENA MEDICAL CORPORATION, a Nevada corporation, dba "AFEM Medical Corporation" ("AFEM"); AND: JAMES R. WILSON ("Consultant"). DATED: Effective December 1, 1996. 1 Consultant agrees to serve as a consultant...Consultant Agreement • March 31st, 1997 • Athena Medical Corp • Converted paper & paperboard prods (no contaners/boxes) • Oregon
1 EXHIBIT 4.1 A-FEM MEDICAL CORPORATION AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This Amended and Restated Registration Rights Agreement is entered into as of the 6th day of November, 1998, by and between A-Fem Medical Corporation, a Nevada...Registration Rights Agreement • November 16th, 1998 • Afem Medical Corp • Converted paper & paperboard prods (no contaners/boxes) • Oregon
RECITAL:Employment Agreement • August 14th, 1998 • Afem Medical Corp • Converted paper & paperboard prods (no contaners/boxes)
WITNESSETHOption Agreement • December 1st, 2006 • Quantrx Biomedical Corp • Surgical & medical instruments & apparatus • New York
Exhibit 10.27 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR ANY APPLICABLE STATE SECURITIES LAW, AND NO INTEREST IN IT MAY BE SOLD, DISTRIBUTED, ASSIGNED, OFFERED, PLEDGED OR OTHERWISE TRANSFERRED ABSENT SUCH REGISTRATION...Warrant • March 29th, 1996 • Athena Medical Corp • Converted paper & paperboard prods (no contaners/boxes) • Oregon
EXHIBIT 10.1 STOCK AND WARRANT PURCHASE AGREEMENTStock and Warrant Purchase Agreement • November 14th, 2005 • Afem Medical Corp • Converted paper & paperboard prods (no contaners/boxes) • Oregon
REPLACEMENTAthena Medical Corp • March 29th, 1996 • Converted paper & paperboard prods (no contaners/boxes) • Oregon
EMPLOYMENT AGREEMENTEmployment Agreement • August 14th, 1997 • Afem Medical Corp • Converted paper & paperboard prods (no contaners/boxes)
BACKGROUNDDistribution Agreement • November 14th, 2006 • Quantrx Biomedical Corp • Surgical & medical instruments & apparatus • New York
RECITALSCommission Agreement • March 29th, 1996 • Athena Medical Corp • Converted paper & paperboard prods (no contaners/boxes) • Oregon
A-FEM MEDICAL CORPORATION AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 14th, 2005 • Afem Medical Corp • Converted paper & paperboard prods (no contaners/boxes) • Oregon
AMENDMENT OF AGREEMENT BETWEEN: ATHENA MEDICAL CORPORATION ("AFEM"); AND: BEIJING KANG MEI BIOLOGICAL PRODUCTS, LTD., a joint venture comprised of Cort MacKenzie & Thomas, Inc., and Fang-Hai Science and Technology ("Kang Mei"). DATED: Effective...Amendment of Agreement • March 29th, 1996 • Athena Medical Corp • Converted paper & paperboard prods (no contaners/boxes) • Oregon
CONSULTING AGREEMENT This AGREEMENT, dated 31 January, 1996 is between ATHENA Medical Corporation (the "Company"), a Nevada Corporation, located at 10170 S.W. Nimbus Ave, Suite H-1, Portland, Oregon, 97223, and Roland Gerstenberger, ("RGT"),...Consulting Agreement • March 29th, 1996 • Athena Medical Corp • Converted paper & paperboard prods (no contaners/boxes) • Nevada
EXHIBIT 10.6 AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT, dated as of February 17, 2006 (this "Agreement"), by and among FluoroPharma, Inc., a Delaware corporation (the "Company"), QuantRx...Investors' Rights Agreement • December 1st, 2006 • Quantrx Biomedical Corp • Surgical & medical instruments & apparatus • New York
EXHIBIT 10.2 BURNHAM HILL PARTNERS A DIVISION OF PALI CAPITAL INC. 370 LEXINGTON AVENUE TEL 212-980-2200 NEW YORK, NEW YORK 10022 FAX 212-980-9466 November 8, 2005 Mr. Walter Witoshkin A-Fem Medical Corporation 321 Norristown Rd. Suite 230 Ambler, PA...Quantrx Biomedical Corp • March 31st, 2006 • Surgical & medical instruments & apparatus • New York
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR ANY APPLICABLE STATE SECURITIES LAW, AND NO INTEREST IN IT MAY BE OFFERED, SOLD, DISTRIBUTED, ASSIGNED, PLEDGED OR OTHERWISE TRANSFERRED ABSENT SUCH REGISTRATION (OR THE...Athena Medical Corp • March 29th, 1996 • Converted paper & paperboard prods (no contaners/boxes) • Oregon
AGREEMENTCommon Stock and Warrant Purchase Agreement • December 12th, 2006 • Quantrx Biomedical Corp • Surgical & medical instruments & apparatus • New York
Exhibit 10.22 CONSULTANT AGREEMENT BETWEEN: ATHENA Medical Corporation, a Nevada corporation, dba "A-FEM Medical Corporation" ("A-FEM"); AND: PETER BURKE ("Consultant"). DATED: December 16, 1996. 1. Consultant agrees to serve as a consultant to A-FEM...Consultant Agreement • March 31st, 1997 • Athena Medical Corp • Converted paper & paperboard prods (no contaners/boxes) • Oregon
VOTING AGREEMENTVoting Agreement • January 29th, 2010 • Quantrx Biomedical Corp • Surgical & medical instruments & apparatus • Nevada
THIS STOCKHOLDER VOTING AGREEMENT (this “Agreement”) is made and entered into as of January __, 2010, by and among QuantRx Biomedical Corp., a Nevada corporation (“Parent”), NuRx Pharmaceuticals, Inc., a Nevada corporation (the “Company”) (only with respect to Section 2(b) hereof), and the undersigned stockholder (“Stockholder”) of the Company.
REGISTRATION RIGHTS AGREEMENT BETWEEN: ATHENA MEDICAL CORPORATION, a Nevada corporation ("Athena"); AND: __________________________________, a ____________________________ ("Holder"). DATED: ____________________, 1996 R E C I T A L: Athena has issued...Registration Rights Agreement • March 29th, 1996 • Athena Medical Corp • Converted paper & paperboard prods (no contaners/boxes) • Oregon
