0000950134-08-016194 Sample Contracts

Contract
Warrant Agreement • September 5th, 2008 • Zonare Medical Systems Inc • Surgical & medical instruments & apparatus • California

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.

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Contract
Warrant Agreement • September 5th, 2008 • Zonare Medical Systems Inc • Surgical & medical instruments & apparatus • California

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.

AGREEMENT FOR PORTABLE ULTRASOUND EQUIPMENT between BROADLANE, INC. and ZONARE MEDICAL SYSTEMS INC. EFFECTIVE DATE: MAY 1, 2006
Agreement for Portable Ultrasound Equipment • September 5th, 2008 • Zonare Medical Systems Inc • Surgical & medical instruments & apparatus

reveals a Material Accounting Error, then Supplier must reimburse the Customer for all costs and expenses incurred in conducting the audit.

SETTLEMENT AND NONEXCLUSIVE LICENSE AGREEMENT
Settlement and Nonexclusive License Agreement • September 5th, 2008 • Zonare Medical Systems Inc • Surgical & medical instruments & apparatus • Washington

This Settlement and Nonexclusive License Agreement (“Agreement”) is made by and between SonoSite, Inc. (“SonoSite”), and Zonare Medical Systems, Inc. (“Zonare”).

OEM PURCHASING AGREEMENT
Oem Purchasing Agreement • September 5th, 2008 • Zonare Medical Systems Inc • Surgical & medical instruments & apparatus

This Agreement (the “Agreement”) is entered into as of March 15, 2006 (the “Effective Date”), by and between ZONARE MEDICAL SYSTEMS, INC., a Delaware corporation with principal offices at 1061 Terra Bella Avenue, Mountain View, California 94043, U.S.A. (“ZONARE”) and Fuji Photo Film Co. Ltd., 26-30, Nishazabu 2-Chome Minato-Ku, Tokyo 106-8620, Japan (“Fuji”).

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • September 5th, 2008 • Zonare Medical Systems Inc • Surgical & medical instruments & apparatus • Delaware

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between SILICON VALLEY BANK (“Bank”), OXFORD FINANCE CORPORATION (“Oxford”) (Bank and Oxford are sometimes individually referred to herein as “Lender” and sometimes collectively referred to herein as “Lenders”) and ZONARE MEDICAL SYSTEMS, INC., a Delaware corporation (“Borrower”), provides the terms on which Lenders shall lend to Borrower and Borrower shall repay Lenders. The parties agree as follows:

Contract
Development Agreement • September 5th, 2008 • Zonare Medical Systems Inc • Surgical & medical instruments & apparatus

[*] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.

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