0000899681-02-000359 Sample Contracts

Contract
Warrant Agreement • October 9th, 2002 • Alliance Pharmaceutical Corp • In vitro & in vivo diagnostic substances • New York

THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR EXEMPTION FROM REGISTRATION UNDER THE FOREGOING LAWS.

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CONVERTIBLE SECURED NOTE PURCHASE AGREEMENT
Convertible Secured Note Purchase Agreement • October 9th, 2002 • Alliance Pharmaceutical Corp • In vitro & in vivo diagnostic substances • New York

THIS AGREEMENT (this "Agreement") is made as of October 4, 2002, by and among ALLIANCE PHARMACEUTICAL CORP., a New York corporation (the "Company") and the Holders signatory hereto (each a "Holder" and, collectively, the "Holders").

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WITNESSETH
Debenture General Collateral Security Agreement • October 9th, 2002 • Alliance Pharmaceutical Corp • In vitro & in vivo diagnostic substances • New York
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GENERAL COLLATERAL SECURITY AGREEMENT
General Collateral Security Agreement • October 9th, 2002 • Alliance Pharmaceutical Corp • In vitro & in vivo diagnostic substances • New York

GENERAL COLLATERAL SECURITY AGREEMENT dated as of October 4, 2002, made by Alliance Pharmaceutical Corp., a New York corporation (the "Grantor"), to ___________________, as Collateral Agent (the "Collateral Agent") for the benefit of the holders of the Notes (as hereinafter defined)(collectively, the "Secured Parties").

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IMAGENT SECURITY AGREEMENT
Security Agreement • October 9th, 2002 • Alliance Pharmaceutical Corp • In vitro & in vivo diagnostic substances • New York

IMAGENT SECURITY AGREEMENT dated as of October 4, 2002, made by Alliance Pharmaceutical Corp., a New York corporation (the "Grantor"), to ____________ __________, as Collateral Agent (the "Collateral Agent") for the benefit of the holders of the Notes (as hereinafter defined) (collectively, the "Secured Parties").

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IMAGENT AND OXYGENT PATENT AND TRADEMARK SECURITY AGREEMENT
Patent and Trademark Security Agreement • October 9th, 2002 • Alliance Pharmaceutical Corp • In vitro & in vivo diagnostic substances • New York

IMAGENT AND OXYGENT PATENT AND TRADEMARK SECURITY AGREEMENT dated as of October 4, 2002, made by Alliance Pharmaceutical Corp., a New York corporation (the "Grantor"), to ____________ __________, as Collateral Agent (the "Collateral Agent") for the benefit of the holders of the Notes (as hereinafter defined) (collectively, the "Secured Parties").

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WITNESSETH
Patent and Trademark Security Agreement • October 9th, 2002 • Alliance Pharmaceutical Corp • In vitro & in vivo diagnostic substances • New York
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WITNESSETH
Debenture Agent Security Agreement • October 9th, 2002 • Alliance Pharmaceutical Corp • In vitro & in vivo diagnostic substances • New York
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