0001144204-10-050633 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 23rd, 2010 • Univec Inc • Surgical & medical instruments & apparatus • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 1, 2010, by and among Univec, Inc., a Delaware corporation with its headquarters located at 9722 Groffs Mill Drive, Suite 116, Owings Mills, MD 21117 (the “Company”), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the “Initial Investors”).

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SECURITY AGREEMENT
Security Agreement • September 23rd, 2010 • Univec Inc • Surgical & medical instruments & apparatus • New York

SECURITY AGREEMENT (this “Agreement”), dated as of September 1, 2010 by and among Univec, Inc., a Delaware corporation (“Parent”), Physician and Pharmaceutical Services, Inc. (the “Subsidiary”)(hereinafter the Parent and the Subsidiary shall collectively be referred to as the “Company”) and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).

INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • September 23rd, 2010 • Univec Inc • Surgical & medical instruments & apparatus • New York

INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement”), dated as of September 1, 2010, by and among Univec, Inc., a Delaware corporation (“Parent”), and Physician and Pharmaceutical Services, Inc. (the “Subsidiary”) (hereinafter the Parent and the Subsidiary shall collectively be referred to as the “Company”) and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 23rd, 2010 • Univec Inc • Surgical & medical instruments & apparatus • New York

SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of September 1, 2010 by and among Univec, Inc., a Delaware corporation, with headquarters located at 9722 Groffs Mill Drive, Suite 116, Owings Mills, MD 21117 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).

SUBSIDIARY GUARANTY
Subsidiary Guaranty • September 23rd, 2010 • Univec Inc • Surgical & medical instruments & apparatus • New York

THIS SUBSIDIARY GUARANTY (this “Subsidiary Guaranty”), dated as of September 1, 2010 by and among Univec, Inc., a Delaware corporation (the “Company”), Physician and Pharmaceutical Services, Inc. (the “Subsidiary Guarantor”), for the benefit of the secured parties signatory hereto and their respective endorsees, transferees and assigns (individually a “Secured Party” and collectively, the “Secured Parties”).

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