0000912057-02-037234 Sample Contracts

ASPEON, INC. SECURED CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT
Note Purchase Agreement • September 30th, 2002 • Aspeon Inc • Calculating & accounting machines (no electronic computers) • California

THIS SECURED CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT (the "Agreement") is effective as of September 12, 2002, by and between Aspeon, Inc., a Delaware corporation (the "Company") and each investor listed on Schedule A attached hereto (each, an "Investor" and collectively, the "Investors").

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SECURITY AGREEMENT
Security Agreement • September 30th, 2002 • Aspeon Inc • Calculating & accounting machines (no electronic computers) • California

This SECURITY AGREEMENT, dated as of September 12, 2002 (the "Security Agreement"), is executed by Aspeon, Inc., a Delaware corporation ("Debtor"), in favor of the investors listed on Schedule A (each a "Secured Party" and collectively, the "Secured Parties") to that certain Secured Convertible Note Purchase Agreement dated as of the date hereof (the "Purchase Agreement").

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