AGREEMENT AND AMENDMENT OF CERTAIN OF THE 15% SECURED CONVERTIBLE PROMISSORY NOTES DATED JANUARY 13, 2006 AND DATED JANUARY 22, 2007Asset Purchase Agreement • December 18th, 2007 • Matritech Inc/De/ • In vitro & in vivo diagnostic substances • Delaware
This Agreement and Amendment is executed and delivered on this ___ day of August 2007 by and among Matritech, Inc. (the “Borrower”) and the undersigned holders of (i) certain 15% Secured Convertible Promissory Notes issued by the Borrower on January 13, 2006 (the “Series A Notes”) pursuant to the Securities Purchase Agreement, dated as of January 13, 2006, by and among the Borrower and the purchasers party thereto and previously amended on January 22, 2007 and July 27, 2007 (the “Series A Purchase Agreement”); and (ii) certain 15% Secured Convertible Promissory Notes issued by the Borrower on January 22, 2007 (the “Series B Notes”) pursuant to the Securities Purchase Agreement, dated as of January 22, 2007, by and among the Borrower and the purchasers party thereto and previously amended on July 27, 2007 (the “Series B Purchase Agreement”). The undersigned holders of the Series A Notes shall be referred to as the “Series A Holders.” The undersigned holders of the Series B Notes shall b
COLLATERAL ASSIGNMENT AND CONSENTMatritech Inc/De/ • December 18th, 2007 • In vitro & in vivo diagnostic substances • Delaware
