Financial Advisory and Placement Agreement Sample Contracts

BURNHAM HILL PARTNERS
Financial Advisory and Placement Agreement • September 20th, 2007 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus • New York

This letter Agreement (the “Agreement”) confirms the engagement of Burnham Hill Partners (“BHP”), a division of Pali Capital, Inc., by Sontra Medical Corporation (the “Company”) to act as (i) its exclusive financial advisor in connection with a strategic transaction with Durham Pharmaceuticals Ltd. d/b/a Echo Therapeutics, Inc. (“Echo”), which may include an acquisition, partnership, strategic alliance, technology licensing or merger with Echo (a “Strategic Transaction”) and (ii) its exclusive placement agent in connection with an equity and/or debt financing through a transaction or transactions exempt from registration under the Securities Act of 1933, as amended and in compliance with the applicable securities laws and regulations, in connection with a Strategic Transaction (a “Financing”).

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DRAFT - 2/22/01 February __, 2001 Mr. Joseph T. Kaminski Chairman and CEO N-Vision Technology 11931 Wickchester Lane Suite 201 Houston, TX 77043 Dear Mr. Kaminski:
Financial Advisory and Placement Agreement • July 17th, 2001 • N Vision Technology Inc • Services-equipment rental & leasing, nec

This will confirm the understanding and agreement (the "Agreement") between Blaylock & Partners, L.P. ("Blaylock") and N-Vision Technology (the "Company") as follows:

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