0001144204-10-021530 Sample Contracts

Contract
Warrant Agreement • April 21st, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus • Oregon

THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 ACT, AS AMENDED (THE "1933 ACT"). THE HOLDER HEREOF, BY PURCHASING THIS WARRANT, AGREES FOR THE BENEFIT OF THE COMPANY THAT SUCH SECURITIES MAY BE OFFERED, SOLD OR OTHERWISE TRANSFERRED ONLY (A) TO THE COMPANY, (B) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE 1933 ACT AND ANY APPLICABLE STATE SECURITES LAWS, OR (C) IF REGISTERED UNDER THE 1933 ACT AND ANY APPLICABLE STATE SECURITIES LAWS.

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SECURITY AGREEMENT
Security Agreement • April 21st, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus

This Security Agreement (this "Security Agreement") is made and entered into effective April 15, 2010, by AEQUITAS CAREPAYMENT FOUNDERS FUND, LLC, a Delaware limited liability company ("Purchaser"), in favor of CAREPAYMENT TECHNOLOGIES, INC. ("Seller").

SERIES D CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT
Series D Convertible Preferred Stock Purchase Agreement • April 21st, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus • Oregon

THIS SERIES D CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (this "Agreement") is made and entered into effective April 15, 2010 by and between CarePayment Technologies, Inc. ("Seller"), and Aequitas CarePayment Founders Fund, LLC ("Purchaser").

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