1 EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT, dated as of January 26, 1998 (this "Agreement"), is made by and between SALIVA DIAGNOSTIC SYSTEMS, INC., a Delaware corporation (the "Company"), and the entity named on...Registration Rights Agreement • February 13th, 1998 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • New York
AGREEMENTAgreement • March 31st, 1998 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • England
OFStatSure Diagnostic Systems, Inc. • August 4th, 2006 • Surgical & medical instruments & apparatus • New York
SECURITIES PURCHASE AGREEMENT EXHIBIT #4.27 THIS SECURITIES PURCHASE AGREEMENT, dated as of the date of acceptance set forth below, is entered into by and between SALIVA DIAGNOSTICS SYSTEMS, INC., a Delaware corporation, with headquarters located at...Securities Purchase Agreement • July 28th, 2005 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • New York
1 EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT, dated as of the date of acceptance set forth below, is entered into by and between SALIVA DIAGNOSTIC SYSTEMS, INC., a Delaware corporation, with headquarters located at...Securities Purchase Agreement • February 13th, 1998 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • New York
DISTRIBUTION AGREEMENT This Agreement dated as of August 15, 2004 between, Ozonebio (herein called "Distributor"), and Saliva Diagnostic Systems, Inc., a Delaware corporation, located at 2294 Nostrand Avenue Brooklyn, New York 11210 and hereinafter...Distribution Agreement • March 31st, 2005 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • New York
EXHIBIT 4.1 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUED UPON THE EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 4 OF THIS WARRANTSaliva Diagnostic Systems Inc • July 30th, 1997 • Surgical & medical instruments & apparatus • Delaware
DISTRIBUTION AGREEMENT This Agreement is entered into this 18th day of January, 1999 by and between Saliva Diagnostic Systems, Inc. ("SDS"), Vancouver, Washington, USA; and Cadila Healthcare, Ltd. ("Cadila"), India. RECITALS SDS manufactures a series...Distribution Agreement • April 30th, 1999 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus
EXHIBIT 4.4 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUED UPON THE EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 4 OF THIS WARRANTSaliva Diagnostic Systems Inc • June 13th, 1997 • Surgical & medical instruments & apparatus • Delaware
EXHIBIT 4.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of June 30, 1997 between and among SALIVA DIAGNOSTIC SYSTEMS, INC., a Delaware corporation (the "Company"), and each of the...Registration Rights Agreement • July 30th, 1997 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • Delaware
EXCLUSIVE DISTRIBUTION AGREEMENT made on this 8th day, July, 2004Exclusive Distribution Agreement • March 31st, 2005 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • England
AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 2nd, 1998 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • Delaware
EXHIBIT 10.6 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of August 22, 1997 by and between SALIVA DIAGNOSTIC SYSTEMS, INC., a Delaware corporation (the "Company"), and DAVID FREUND...Registration Rights Agreement • September 26th, 1997 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • Delaware
EXHIBIT 4.5 FORM OF REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of June 30, 1997 between and among SALIVA DIAGNOSTIC SYSTEMS, INC., a Delaware corporation (the "Company"), and each of...Form of Registration Rights Agreement • July 30th, 1997 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • Delaware
4 5 hereof, SDS Inc., recognizing that a grant hereunder of Manufacturing Rights will further the purposes of SDS Inc. under the License Agreement, hereby consents to such grant of the Manufacturing Rights, SDS Inc. shall have the right to establish,...Sub-License Agreement • March 31st, 1998 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • Illinois
Exhibit 10.16 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT ("Agreement") dated as of May 2, 2005, between D. BRUCE PATTISON, ("Employee"), and SALIVA DIAGNOSTIC SYSTEMS, INC., a corporation having its current office at One Clarks Hill,Framingham, MA...Employment Agreement • May 16th, 2005 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • Massachusetts
1 EXHIBIT 10.5 COMMON STOCK SUBSCRIPTION AGREEMENT OF SALIVA DIAGNOSTIC SYSTEMS, INC. THIS COMMON STOCK SUBSCRIPTION AGREEMENT (the "Agreement") is made and entered into as of this 22nd day of August, 1997 by and between SALIVA DIAGNOSTIC SYSTEMS,...Common Stock Subscription Agreement • September 26th, 1997 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • Delaware
EXHIBIT 10.3 Saliva Diagnostic Systems, Inc. 11719 NE 95th St. Vancouver, Washington 98682 Gentlemen: This letter will confirm our mutual agreement with respect to our engagement as exclusive Placement Agent ("Placement Agent") to act on behalf of...Indemnification Agreement • February 13th, 1998 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus
EXHIBIT 10.13 CONVERTIBLE SECURITIES SUBSCRIPTION AGREEMENT OF SALIVA DIAGNOSTIC SYSTEMS, INC. THIS CONVERTIBLE SECURITIES SUBSCRIPTION AGREEMENT (the Agreement") is made and entered into as of this 11th day of March, 1997 by and between SALIVA...Convertible Securities Subscription Agreement • June 13th, 1997 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • Delaware
EXHIBIT 10.18Convertible Preferred Stock Purchase Agreement • August 4th, 2006 • StatSure Diagnostic Systems, Inc. • Surgical & medical instruments & apparatus • New York
AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 2nd, 1998 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • Delaware
DATED 9th August 1994 SALIVA DIAGNOSTIC SYSTEMS INTERNATIONAL LIMITED and DAVID BARNES EMPLOYMENT AGREEMENT Messrs. Carter Lemon 11 Breams Buildings, London EC4A 1HBSaliva Diagnostic Systems Inc • March 31st, 1997 • Surgical & medical instruments & apparatus
ContractStatSure Diagnostic Systems, Inc. • December 5th, 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 THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
HIV Barrel License, Marketing and Distribution AgreementDistribution Agreement • October 6th, 2006 • StatSure Diagnostic Systems, Inc. • Surgical & medical instruments & apparatus • New York
This HIV Barrel License, Manufacturing and Distribution Agreement (the “Agreement”) is made as of September 29, 2006 (“Effective Date”), between and among Chembio Diagnostic Systems, Inc., a Delaware corporation having its principal place of business at 3661 Horseblock Road, Medford, New York 11763, (“Chembio”), StatSure Diagnostic Systems, Inc., a Delaware corporation having its principal place of business at One Clarks Hill, Framingham, MA 01702 (“SDS”), and Inverness Medical Innovations, Inc., a Delaware corporation having its principal place of business at 51 Sawyer Road, Waltham, MA 02453 (“Inverness”).
Joint HIV Barrel Product Commercialization Agreement PREAMBLEJoint Hiv Barrel Product Commercialization Agreement • October 6th, 2006 • StatSure Diagnostic Systems, Inc. • Surgical & medical instruments & apparatus • New York
This Joint HIV Barrel Product Commercialization Agreement (the “Agreement”) is made as of September 29, 2006 (“Effective Date”), by and between Chembio Diagnostic Systems, Inc., a Delaware corporation having its principal place of business at 3661 Horseblock Road, Medford, NY 11763 (“Chembio”), and StatSure Diagnostic Systems, Inc., (f/k/a Saliva Diagnostic Systems) a Delaware corporation having its principal place of business at One Clarks Hill, Framingham, MA 01702 (“SDS”) (Chembio and SDS are each referred to herein as a “Party” and jointly as the “Parties”).
Settlement Agreement PREAMBLESettlement Agreement • October 6th, 2006 • StatSure Diagnostic Systems, Inc. • Surgical & medical instruments & apparatus • New York
This Settlement Agreement (the “Agreement”) is made as of September 29, 2006 (“Effective Date”), by and between Chembio Diagnostic Systems, Inc., a Delaware corporation having its principal place of business at 3661 Horseblock road, Medford, NY 11763 (“Chembio”), and StatSure Diagnostic Systems, Inc., (f/k/a Saliva Diagnostic Systems) a Delaware corporation having its principal place of business at One Clarks Hill, Framingham, MA 01702 (“SDS”) (Chembio and SDS are each referred to herein as a “Party” and jointly as the “Parties”).
Exhibit 4.26 THIS AGREEMENT is made as of the 6th day of December, 1999, by and among Saliva Diagnostic Systems Inc., a Delaware corporation, which has an address at 11719 N.E. 95TH STREET,Vancouver, WA 98692 ("Company"), and Helenka Bodner...Agreement • February 14th, 2002 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 5th, 2007 • StatSure Diagnostic Systems, Inc. • Surgical & medical instruments & apparatus • Massachusetts
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated October 15, 2007 by and between StatSure Diagnostic Systems, Inc., a Delaware corporation (the “Company”), and IM US Holdings, LLC, a Delaware limited liability company (the “Purchaser”).
SECOND AMENDMENT OF LEASE AGREEMENTS BY AND BETWEEN EASTRIDGE BUSINESS PARK AND SALIVA DIAGNOSTIC SYSTEMS Those certain leases dated JANUARY 13, 1992, OCTOBER 2, 1992, MAY 19, 1994 and the First Amendment Dated SEPTEMBER 6, 1995, by and between...Saliva Diagnostic Systems Inc • March 31st, 1997 • Surgical & medical instruments & apparatus
EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT ("Agreement") dated as of March 25, 2005, between STEVEN M. PELTZMAN, residing at 12 Hopewell Farm Road, South Natick, MA 01760 ("Employee"), and SALIVA DIAGNOSTIC SYSTEMS, INC., a corporation having its...Employment Agreement • March 31st, 2005 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • Massachusetts
1 EXHIBIT 10.16 MANAGEMENT CONSULTING AGREEMENT THIS AGREEMENT, entered into as of the 5th day of December, 1997, by and between Saliva Diagnostic Systems, Inc., a Delaware corporation (the "Company"), and International Business Consultants, a Jersey...Management Consulting Agreement • March 31st, 1998 • Saliva Diagnostic Systems Inc • Surgical & medical instruments & apparatus • Delaware
1 EXHIBIT 4.24 Saliva Diagnostic Systems, Inc. 11719 NE 95th Street Vancouver, Washington 98682 Gentlemen: This letter will confirm our mutual agreement to modify the terms of our engagement as exclusive placement agent to act on behalf of Saliva...Saliva Diagnostic Systems Inc • September 2nd, 1998 • Surgical & medical instruments & apparatus
SALIVA DIAGNOSTICS SYSTEMS, INC. 11719 NE 95TH STREET VANCOUVER, WA 98682 TEL: 360/696-4800 FAX: 360/254-7942 May 28, 1997Saliva Diagnostic Systems Inc • July 30th, 1997 • Surgical & medical instruments & apparatus
June 27, 1997Saliva Diagnostic Systems Inc • July 30th, 1997 • Surgical & medical instruments & apparatus
This letter will confirm that, notwithstanding anything to the contrary contained in that certain Convertible Securities Subscription Agreement dated as of March 12, 1997 (the "Subscription Agreement") and that certain 7.5% Convertible Debenture referenced in the Subscription Agreement (the "Debenture"), the Tail Wind Fund Ltd. and Joseph Kaufman, on or prior to June 30, 1997, shall convert to common stock in one or more transactions a minimum of $700,000 of principal amount of Debentures pursuant to the conversion terms and conditions set forth in the Subscription Agreement and the Debenture (the "Early Conversions"). The shares received upon the Early Conversions shall be defined as the Early Conversion Shares. Each of you shall further be entitled to shares of common stock of the Company in addition to the Early Conversion Shares if, during any monthly period prior to January 1, 1998 designated in writing to us (the "Designation Period"), the average daily low bid price for each day
Saliva Diagnostic Systems, Inc. 11719 NE 95th St. Vancouver, WA 98682Saliva Diagnostic Systems Inc • April 30th, 1999 • Surgical & medical instruments & apparatus
