EXHIBIT 10.28 MHL DEVELOPMENT COMPANY INCENTIVE STOCK OPTION AGREEMENT THIS AGREEMENT is made as of __________________ (the "Grant Date") between mHL Development Company (the "Company"), and ________________________ (the "Optionee"). 1. Option Grant....Incentive Stock Option Agreement • July 26th, 2001 • Microhelix Inc
1 EXHIBIT 10.11 SUBORDINATION AGREEMENT This Subordination Agreement is made as of January 5, 2001 by and among each of the undersigned creditors (individually, a "Creditor" and, collectively, the "Creditors"), and Imperial Bank ("Bank").Subordination Agreement • July 26th, 2001 • Microhelix Inc • California
RECITALSForbearance Agreement • July 26th, 2001 • Microhelix Inc • Oregon
1 2 immediately before Holder delivers its Notice of Exercise to the Company. If the Shares are not regularly traded in a public market, the Board of Directors of the Company shall determine fair market value in its reasonable good faith judgment.Microhelix Inc • July 26th, 2001 • Oregon
2 3 respect to the Improvements, any and all awards made for taking by eminent domain or by any proceeding or purchase in lieu thereof, of the whole or any part of the Property or the Improvements, and any and all awards resulting from any other...Microhelix Inc • July 26th, 2001 • Oregon
EXHIBIT 10.21 PROMISSORY NOTE AND SECURITY AGREEMENTPromissory Note and Security Agreement • July 26th, 2001 • Microhelix Inc • Oregon
EXHIBIT B STOCK TRANSFER RESTRICTION AGREEMENTStock Transfer Restriction Agreement • July 26th, 2001 • Microhelix Inc • Oregon
EXHIBIT 10.13 NOTE EXTENSION AGREEMENT This Agreement is made and entered into this 23rd day of July 1999, by and between MHL DEVELOPMENT CORPORATION (F/K/A MICROHELIX LABS INC.) an Oregon corporation and RICHARD G. SASS, an Oregon resident HEREIN...Note Extension Agreement • July 26th, 2001 • Microhelix Inc
EXHIBIT 10.29 NON-STATUTORY STOCK OPTION AGREEMENT MHL DEVELOPMENT COMPANY THIS AGREEMENT is made as of _____ ___, 2000 (the "Grant Date") between mHL Development Company, an Oregon corporation (the "Company"), and ________________________ (the...Non-Statutory Stock Option Agreement • July 26th, 2001 • Microhelix Inc
EXHIBIT 10.23 STANDARD COMMERCIAL-INDUSTRIAL LEASE 1. PARTIES. This Lease, dated August 1, 2000, for reference purposes only, is made by and between La Bajada Land Company L.L.C., (herein called "Lessor") and MicroHelix Labs (herein called "Lessee")....Microhelix Inc • July 26th, 2001 • Arizona
1 EXHIBIT 4.2 WARRANT AGREEMENTWarrant Agreement • July 26th, 2001 • Microhelix Inc • Oregon
EXHIBIT 4.4 MICROHELIX, INC. PURCHASE WARRANTMicrohelix Inc • July 26th, 2001 • Oregon
EXHIBIT 10.26 LEASE AND AMENDMENTS DATED: APRIL 20, 1992 BETWEEN: PACIFIC REALTY ASSOCIATES, L.P. A DELAWARE LIMITED PARTNERSHIP LANDLORDLease and Amendments • July 26th, 2001 • Microhelix Inc
THESE WARRANTS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND ARE NOT TRANSFERABLE EXCEPT AS PROVIDED HEREINMicrohelix Inc • July 26th, 2001
1 EXHIBIT 10.18 SECURITY AND PLEDGE AGREEMENT AND COMMERCIAL GUARANTYSecurity and Pledge Agreement • July 26th, 2001 • Microhelix Inc • Oregon
EXHIBIT 1.1 1,500,000 UNITS MICROHELIX, INC. UNDERWRITING AGREEMENT Page 1 2 Paulson Investment Company, Inc. 811 SW Naito Parkway, Suite 200 Portland, Oregon 97204 Gentlemen: MicroHelix, Inc., an Oregon corporation (the "Company"), proposes to sell...Underwriting Agreement • July 26th, 2001 • Microhelix Inc • Oregon
THIRD PARTY SECURITY AGREEMENTThird Party Security Agreement • July 26th, 2001 • Microhelix Inc • California
EXHIBIT A ANTIDILUTION AGREEMENTA Antidilution Agreement • July 26th, 2001 • Microhelix Inc • Oregon
1 EXHIBIT 10.25 ADDENDUM FOR MANUFACTURING SPACE This agreement entered into on 6/23/00, by and between Grayscale, Inc. DBA microHelix Labs, Inc., a corporation chartered under the laws of the state of Oregon and having it's principal offices located...Microhelix Inc • July 26th, 2001
EXHIBIT 10.3 CONVERTIBLE PROMISSORY NOTE AND SECURITY AGREEMENTConvertible Promissory Note and Security Agreement • July 26th, 2001 • Microhelix Inc • Oregon
EXHIBIT 10.9 UNCONDITIONAL GUARANTY RICHARD G. SASS For and in consideration of the loan by IMPERIAL BANK ("Bank") to MHL DEVELOPMENT COMPANY ("Borrower"), pursuant to a Loan and Security Agreement of even date as amended from time to time (the "Loan...Microhelix Inc • July 26th, 2001 • California
A. Company executed that certain warrant dated January 5, 2001 for 133,333 common shares with an initial exercise price of $0.30 in favor of Bank or its permitted assignee (the "Warrant"). B. Holder and the Company now desire to amend certain...Microhelix Inc • July 26th, 2001
1 EXHIBIT 10.24 ADDENDUM FOR MANUFACTURING SPACE This agreement entered into on 11/1/00, by and between Javid LLC, a corporation chartered under the laws of the state of AZ, and having its principal offices located at 2755 N. Grand Ave. [_____ ] AZ.,...Microhelix Inc • July 26th, 2001
RECITALSProvide Registration and Subscription Rights • July 26th, 2001 • Microhelix Inc • Oregon
