0001193125-09-182861 Sample Contracts

NOVARAY MEDICAL, INC. EXCHANGE AGREEMENT
Exchange Agreement • August 27th, 2009 • NovaRay Medical, Inc. • X-ray apparatus & tubes & related irradiation apparatus • New York

This Exchange Agreement (the “Agreement”) is entered into as of August 21, 2009 by and between NovaRay Medical, Inc., a Delaware corporation (the “Company”), and WHEATLEY MEDTECH PARTNERS, L.P., LYNDA WIJCIK, W CAPITAL PARTNERS II, L.P., BIOBRIDGE LLC, HEARTSTREAM CAPITAL B.V. and LLOYD INVESTMENTS, L.P. (individually a “Series A Preferred Stockholder” and collectively, the “Series A Preferred Stockholders”).

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