0001104659-03-020350 Sample Contracts

DEBT CONVERSION AGREEMENT
Debt Conversion Agreement • September 10th, 2003 • Electropure Inc • Patent owners & lessors • California

THIS DEBT CONVERSION AGREEMENT (the “Agreement”) is made and entered into effective as of the 9th day of September, 2003, by and between ANTHONY M. FRANK KEOGH PLAN UTA CHARLES SCHWAB & CO., INC. (hereinafter referred to as “Buyer”) and ELECTROPURE, INC., a California corporation and MICRO IMAGING TECHNOLOGY, a Nevada corporation (hereinafter collectively referred to as “Electropure” or the “Company”).

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SUBSCRIPTION AGREEMENT
Subscription Agreement • September 10th, 2003 • Electropure Inc • Patent owners & lessors • California

The undersigned hereby applies to Electropure, Inc. (the “Company”) to purchase the number of Units indicated on Page B-6 of this document, in accordance with the terms of this Subscription Agreement attached to the Confidential Private Placement Memorandum dated August 19, 2003, relating to the Units (such Confidential Private Placement Memorandum, including all financial statements, exhibits and schedules attached thereto, contained or specified therein as available from the Company, and any amendments and supplements thereto, is herein called the “Memorandum”). This subscription is irrevocable.

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