0001144204-07-029051 Sample Contracts

SATISFACTION AND RELEASE AGREEMENT
Satisfaction and Release Agreement • May 29th, 2007 • Nayna Networks, Inc. • Computer communications equipment • New York

This Satisfaction and Release Agreement (this “Agreement”) is entered into as of May 10, 2007 by and between Nayna Networks, Inc., a Nevada corporation (the “Borrower”) and Whalehaven Fund (the “Lender”).

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SATISFACTION AND RELEASE AGREEMENT
Satisfaction and Release Agreement • May 29th, 2007 • Nayna Networks, Inc. • Computer communications equipment • New York

This Satisfaction and Release Agreement (this “Agreement”) is entered into as of May 10, 2007 by and between Nayna Networks, Inc., a Nevada corporation (the “Borrower”) and AJW Partners LLC, AJW Offshore Ltd, AJW Qualified Partners LLC, & New Millennium Capital Partners LLC (collectively, the “Lender”).

WARRANT CANCELLATION AGREEMENT
Warrant Cancellation Agreement • May 29th, 2007 • Nayna Networks, Inc. • Computer communications equipment • California

May 10, 2007 (the “Effective Date”) by and among the investors set forth on the signature page (the “Investors”) and Nayna Networks, Inc., a Nevada corporation (“Nayna” and collectively with the Investors, the “Parties”).

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