0000922423-11-000225 Sample Contracts

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • May 20th, 2011 • Viking Systems Inc • Electromedical & electrotherapeutic apparatus • New York

STOCK PURCHASE AGREEMENT, dated as of May 4, 2011, by and among Midsummer Small Cap Master, Ltd. (collectively, the “Sellers”) and Clinton Magnolia Master Fund Ltd. (the “Purchaser”).

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AGREEMENT OF JOINT FILING
Joint Filing Agreement • May 20th, 2011 • Viking Systems Inc • Electromedical & electrotherapeutic apparatus

The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows that such information is inaccurate.

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