0001193125-05-139499 Sample Contracts

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • July 8th, 2005 • Barth Bruce • Surgical & medical instruments & apparatus • Minnesota

THIS STOCK PURCHASE AGREEMENT (“Agreement”) is made and entered into effective as of May 6, 2005, by and among Optical Sensors Incorporated, a Delaware corporation d/b/a väsamed, with its principal place of business at 7615 Golden Triangle Drive, Suite C, Eden Prairie, Minnesota 55344 (the “Company”), and Circle F Ventures, LLC, Circle F Ventures II, LLC and the Hayden R. Fleming and LaDonna M. Fleming Revocable Trust (the “Circle F Investors”) and the investors listed on Schedule A hereto, as may be updated from time to time (the “Investors”) (the Circle F Investors and Investors, collectively, the “Series C Investors”).

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JOINDER AGREEMENT TO STOCK PURCHASE AGREEMENT
Joinder Agreement • July 8th, 2005 • Barth Bruce • Surgical & medical instruments & apparatus

Optical Sensors Incorporated, a Delaware corporation d/b/a väsamed, with its principal place of business at 7615 Golden Triangle Drive, Suite C, Eden Prairie, Minnesota 55344 (the “Company”), and Circle F Ventures, LLC, Circle F Ventures II, LLC and the Hayden R. Fleming and LaDonna M. Fleming Revocable Trust (the “Circle F Investors”) and Barth Investment Company II, L.P. (the “Investor”) (the Circle F Investors and Investor, collectively, the “Series C Investors”) executed a Stock Purchase Agreement (“Stock Purchase Agreement”) effective as of May 6, 2005.

SIGNATURE JOINDER AGREEMENT
Signature Joinder Agreement • July 8th, 2005 • Barth Bruce • Surgical & medical instruments & apparatus

Pursuant to the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required on Amendment No. 1 to Schedule 13D need be filed with respect to ownership by each of the undersigned of shares of common stock of Optical Sensors Incorporated.

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