0001021408-01-506778 Sample Contracts

EXHIBIT 4.2 ----------- REGISTRATION RIGHTS AGREEMENT by and between CardioDynamics International Corporation, a California corporation

Registration Rights Agreement • September 14th, 2001 • Cardiodynamics International Corp • Electromedical & electrotherapeutic apparatus • California

• Contract Type
  Registration Rights Agreement
• Filed
  September 14th, 2001
• Company
  Cardiodynamics International Corp
• Industry
  Electromedical & electrotherapeutic apparatus
• Jurisdiction
  California

August 13, 2001

Securities Purchase Agreement • September 14th, 2001 • Cardiodynamics International Corp • Electromedical & electrotherapeutic apparatus • California

• Contract Type
  Securities Purchase Agreement
• Filed
  September 14th, 2001
• Company
  Cardiodynamics International Corp
• Industry
  Electromedical & electrotherapeutic apparatus
• Jurisdiction
  California

Reference is made to a certain Securities Purchase Agreement dated as of August 13, 2001 (the "Purchase Agreement"), pursuant to which the Trust has agreed to sell (the "Sale") up to five hundred ten thousand (510,000) shares of CardioDynamics International Corporation (the "Company") Common Stock (the "Shares") to certain purchasers identified in the Purchase Agreement (the "Purchasers").