0001144204-14-076185 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 29th, 2014 • CNS Response, Inc. • Services-misc health & allied services, nec • California

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 22, 2014, is entered into by and among CNS Response, Inc., a Delaware corporation (the “Company”), RSJ Private Equity Uzavreny Investicni Fond A.S. (“RSJ”) and other holders of Registrable Securities on the date hereof who execute a joinder to this Agreement agreeing to be bound by the terms hereof. The Company, RSJ and the Holders are referred to herein as “parties” collectively and a “party” individually.

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security agreement
Security Agreement • December 29th, 2014 • CNS Response, Inc. • Services-misc health & allied services, nec • California

This SECURITY AGREEMENT (this “Agreement”), dated as of September 22, 2014, is made by and among CNS Response, Inc., a Delaware corporation (“Grantor”), the parties listed under the caption “Secured Parties” on the signature pages hereto (each a “Secured Party” and, collectively, the “Secured Parties”).

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • December 29th, 2014 • CNS Response, Inc. • Services-misc health & allied services, nec • California

This NOTE PURCHASE Agreement (this “Agreement”) is made as of September 22, 2014 by and among CNS Response, Inc., a Delaware corporation (the “Company”), and the investors listed on Schedule A hereto (each, an “Investor” and together, the “Investors”).

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