FOURTH AMENDED SECURITY AGREEMENTFourth Amended Security Agreement • December 18th, 2006 • Sutura, Inc. • Surgical & medical instruments & apparatus • Minnesota
THIS FOURTH AMENDED SECURITY AGREEMENT (this “Agreement”) is made as of December 13, 2006, by and among Sutura, Inc., a Delaware corporation (“Sutura”), Pandora Select Partners, L.P., a British Virgin Islands limited partnership (“Pandora”), Whitebox Hedged High Yield Partners, L.P., a British Virgin Islands limited partnership (“WHHY”), Whitebox Convertible Arbitrage Partners, L.P., a British Virgin Islands limited partnership (“WCAP”), Whitebox Intermarket Partners, L.P., a British Virgin Islands limited partnership (“WIP”), and Gary S. Kohler (“Kohler”) and Scot W. Malloy (“Malloy”), each residents of the State of Minnesota. Pandora, WHHY, WCAP, WIP, Kohler and Malloy are referred to herein individually as a “Secured Party” and together as the “Secured Parties.”
FOURTH AMENDED PATENT AND TRADEMARK SECURITY AGREEMENTFourth Amended Patent and Trademark Security Agreement • December 18th, 2006 • Sutura, Inc. • Surgical & medical instruments & apparatus • Minnesota
THIS FOURTH AMENDED PATENT AND TRADEMARK SECURITY AGREEMENT (this “Agreement”) is made as of December 13, 2006, by and among Sutura, Inc., a Delaware corporation (the “Company”), Pandora Select Partners, L.P., a British Virgin Islands limited partnership (“Pandora”), Whitebox Hedged High Yield Partners, L.P., a British Virgin Islands limited partnership (“WHHY”), Whitebox Convertible Arbitrage Partners, L.P., a British Virgin Islands limited partnership (“WCAP”), Whitebox Intermarket Partners, L.P., a British Virgin Islands limited partnership (“WIP”), and Gary S. Kohler (“Kohler”) and Scot W. Malloy (“Malloy”), each residents of the State of Minnesota. Pandora, WHHY, WCAP, WIP, Kohler and Malloy are referred to herein individually as a “Secured Party” and together as the “Secured Parties.”
PURCHASE AGREEMENTPurchase Agreement • December 18th, 2006 • Sutura, Inc. • Surgical & medical instruments & apparatus • Minnesota
THIS PURCHASE AGREEMENT is made this 13th day of December, 2006 (the “Effective Date”) by and between Sutura, Inc., a Delaware corporation (the “Company”), Whitebox Convertible Arbitrage Partners, L.P., a British Virgin Islands limited partnership (“WCAP”), Whitebox Hedged High Yield Partners, L.P., a British Virgin Islands limited partnership (“WHHY”), Whitebox Intermarket Partners, L.P., a British Virgin Islands limited partnership (“WIP’), Pandora Select Partners, L.P., a British Virgin Islands limited partnership (“Pandora” and, together with WCAP, WHHY and WIP, the “Partnerships”), Gary S. Kohler, a Minnesota resident (“Kohler”) and Scot W. Malloy, a Minnesota resident (“Malloy” and, together with the Partnerships and Kohler, the “Whitebox Parties” and each a “Whitebox Party”) with reference to the following facts:
FOURTH AMENDED REGISTRATION RIGHTS AGREEMENTFourth Amended Registration Rights Agreement • December 18th, 2006 • Sutura, Inc. • Surgical & medical instruments & apparatus • Minnesota
THIS FOURTH AMENDED REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is entered into as of December 13, 2006, by and among Sutura, Inc., a Delaware corporation (the “Company”), Pandora Select Partners L.P., a British Virgin Islands limited partnership (“Pandora”), Whitebox Hedged High Yield Partners L.P., a British Virgin Islands limited partnership (“WHHY”), Whitebox Convertible Arbitrage Partners L.P., a British Virgin Islands limited partnership (“WCAP”), Whitebox Intermarket Partners L.P., a British Virgin Islands limited partnership (“WIP”), Gary S. Kohler (“Kohler”), and Scot W. Malloy (“Malloy”), each residents of the State of Minnesota. Pandora, WHHY, WCAP, WIP are collectively referred to herein as “Whitebox.” Whitebox, Kohler and Malloy are individually referred to herein as an “Investor” and together as the “Investors.”
