ProUroCare Medical Inc. Sample Contracts

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RECITALS
License Agreement • October 1st, 2004 • Global Internet Communications Inc • Surgical & medical instruments & apparatus • Minnesota
RECITALS
License Agreement • October 1st, 2004 • Global Internet Communications Inc • Surgical & medical instruments & apparatus • Minnesota
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 29th, 2010 • ProUroCare Medical Inc. • Surgical & medical instruments & apparatus • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of September 28, 2010, between ProUroCare Medical Inc., a Nevada corporation (the “Company”), and the purchaser identified on the signature page hereto (the “Purchaser”).

Exhibit 10.18 PROMISSORY NOTE
ProUroCare Medical Inc. • April 6th, 2005 • Surgical & medical instruments & apparatus • Minnesota
COMMERCIAL GUARANTY
Commercial Guaranty • October 25th, 2005 • ProUroCare Medical Inc. • Surgical & medical instruments & apparatus • Minnesota
GUARANTY (Continuing Debt - Unlimited)
ProUroCare Medical Inc. • March 31st, 2008 • Surgical & medical instruments & apparatus
Exhibit 10.19 COMMERCIAL SECURITY AGREEMENT
Commercial Security Agreement • April 6th, 2005 • ProUroCare Medical Inc. • Surgical & medical instruments & apparatus • Minnesota
WARRANT TO PURCHASE COMMON STOCK OF PROUROCARE MEDICAL INC.
ProUroCare Medical Inc. • March 31st, 2008 • Surgical & medical instruments & apparatus • Minnesota

This Warrant is issued to [ ], or its registered assigns (“Holder”) by ProUroCare Medical Inc., a Nevada corporation (the “Company”), on [Insert date], 2007(1) (the “Warrant Issue Date”) for a purchase price of $[ ] (the “Warrant Purchase Price”). This Warrant is issued pursuant to the terms of that certain Unit Purchase Agreement dated as of November , 2007 (the “Purchase Agreement”) in connection with the Company’s issuance to the Holder of a Convertible Promissory Note dated as of the date hereof (the “Note”), in the original principal amount of $ . This Warrant is intended to be an investment warrant and is not issued in consideration of any services.

SECURITY AGREEMENT DATE AND PARTIES. The date of this Security Agreement (Agreement) is June 12, 2009. The parties and their addresses are: SECURED PARTY: CROWN BANK Edina, MN 55435 DEBTOR: PROUROCARE MEDICAL INC. a Nevada Corporation EDEN PRAIRIE, MN...
Security Agreement • August 14th, 2009 • ProUroCare Medical Inc. • Surgical & medical instruments & apparatus • Minnesota

The pronouns “you” and “your” refer to the Secured Party. The pronouns “I,” “me” and “my” refer to each person or entity signing this Agreement as Debtor and agreeing to give the Property described in this Agreement as security for the Secured Debts.

CHANGE IN TERMS AGREEMENT
Change in Terms Agreement • August 22nd, 2005 • ProUroCare Medical Inc. • Surgical & medical instruments & apparatus • Minnesota
Contract
ProUroCare Medical Inc. • November 14th, 2013 • Surgical & medical instruments & apparatus • Minnesota

THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE PROVISIONS OF ANY APPLICABLE STATE SECURITIES LAWS. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

WARRANT TO PURCHASE COMMON STOCK OF PROUROCARE MEDICAL INC. VOID AFTER DECEMBER 31, 2012
ProUroCare Medical Inc. • September 19th, 2008 • Surgical & medical instruments & apparatus • Minnesota

This Warrant is issued to , or its registered assigns ("Holder") by ProUroCare Medical Inc., a Nevada corporation (the "Company"), on [ , 20 ](1) (the "Warrant Issue Date") for a purchase price of $[ ] (the "Warrant Purchase Price"). This Warrant is issued pursuant to the terms of that certain Unit Put Agreement dated as of [ ], 2008 (the "Put Agreement") in connection with the Company's issuance to the Holder of a Convertible Promissory Note dated as of the date hereof (the "Note"), in the original principal amount of $ . This Warrant is intended to be an investment warrant and is not issued in consideration of any services.

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JOINT FILING AGREEMENT
Joint Filing Agreement • March 31st, 2009 • ProUroCare Medical Inc. • Surgical & medical instruments & apparatus

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, James L. Davis, Davis and Associates, Inc. and the Davis & Associates, Inc. 401K PSP, each individually agree to the joint filing on behalf of each of them of a Schedule 13D (including amendments thereto) with respect to the Common Stock of ProUroCare Medical, Inc., a Nevada corporation, and further agree that this Joint Filing Agreement be included as an exhibit to such joint filing.

WITNESSETH
Agreement and Plan of Merger and Reorganization • April 20th, 2004 • Global Internet Communications Inc • Services-computer programming, data processing, etc. • Nevada
UNDERWRITER’S WARRANT AGREEMENT
’s Warrant Agreement • December 18th, 2008 • ProUroCare Medical Inc. • Surgical & medical instruments & apparatus • Minnesota

UNDERWRITER’S WARRANT AGREEMENT dated as of , 2008 (this “Agreement”), between ProUroCare Medical, Inc., a Nevada corporation (the “Company”), and Feltl and Company, Inc. (hereinafter referred to as the “Underwriter”).

Contract
ProUroCare Medical Inc. • August 15th, 2011 • Surgical & medical instruments & apparatus • Minnesota

THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE PROVISIONS OF ANY APPLICABLE STATE SECURITIES LAWS. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

Units ProUroCare Medical Inc. Underwriting Agreement
Underwriting Agreement • December 18th, 2008 • ProUroCare Medical Inc. • Surgical & medical instruments & apparatus • Minnesota

Introductory. ProUroCare Medical Inc., a Nevada corporation (the “Company”), proposes to sell to Feltl and Company, Inc. (the “Underwriter”) an aggregate of Units (the “Firm Units”) consisting of one share of common stock, par value $0.00001 per share (the “Common Stock”), and one redeemable common stock warrant entitling the holder to acquire one share of Common Stock (the “Warrant”) of the Company. In addition, the Company has granted to the Underwriter an option to purchase up to an additional Units (the “Optional Units”), as provided in Section 2. The Firm Units and, if and to the extent such option is exercised, the Optional Units are collectively called the “Units.”

EMPLOYMENT AGREEMENT
Employment Agreement • August 14th, 2008 • ProUroCare Medical Inc. • Surgical & medical instruments & apparatus • Minnesota

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made effective July 16, 2008 by and between ProUroCare Inc., a Minnesota corporation with its principal place of business in Golden Valley, Minnesota (the “Company”), and Richard C. Carlson (“Employee”).

October 11, 2011 Name and Address Dear __________,
ProUroCare Medical Inc. • October 17th, 2011 • Surgical & medical instruments & apparatus

This letter is to document our agreement today concerning the consideration ProUroCare Medical Inc. (the “Company”) will provide to you regarding the extension of your guaranty of our currently outstanding loan with Crown Bank (the “Crown Loan”).

AMENDMENT #2 TO $600,000 PROMISSORY NOTE DATED OCTOBER 15, 2007 BETWEEN PROUROCARE MEDICAL, INC. (“BORROWER”) AND THE PHILLIPS W. SMITH FAMILY TRUST (“LENDER”)
ProUroCare Medical Inc. • March 26th, 2009 • Surgical & medical instruments & apparatus

This Amendment #2 to Promissory Note dated October 15, 2007 between ProUroCare Medical, Inc. (“Borrower”) and Phillips W. Smith (“Lender”) (the “Note”) is made to change the interest and payment terms of the Note.

AMENDMENT TO DEVELOPMENT AND COMMERCIALIZATION AGREEMENT
Development and Commercialization Agreement • December 22nd, 2008 • ProUroCare Medical Inc. • Surgical & medical instruments & apparatus

THIS AMENDMENT TO DEVELOPMENT AND COMMERCIALIZATION AGREEMENT (this “Amendment”) is made as of the 19th day of December, 2008, by and between Artann Laboratories, Inc. (“Artann”), a New Jersey corporation and ProUroCare Medical, Inc. (“ProUroCare”), a Nevada corporation.

AMENDMENT #2 TO PROMISSORY NOTE DATED NOVEMBER 29, 2006 BETWEEN PROUROCARE MEDICAL, INC. (“BORROWER”) AND ADRON HOLDINGS, LLC (“LENDER”)
ProUroCare Medical Inc. • August 14th, 2007 • Surgical & medical instruments & apparatus

This Amendment #2 to Promissory Note dated November 29, 2006 (and Amendment #1 thereto) between ProUroCare Medical, Inc. (“Borrower”) and Adron Holdings, LLC (“Lender”) (the “Note”) is made to amend the due date of the Note.

FOURTH AMENDMENT TO DEVELOPMENT AND COMMERCIALIZATION AGREEMENT
And Commercialization Agreement • May 25th, 2012 • ProUroCare Medical Inc. • Surgical & medical instruments & apparatus

THIS FOURTH AMENDMENT TO DEVELOPMENT AND COMMERCIALIZATION AGREEMENT (this “Fourth Amendment”) is made as of the 24th day of May, 2012, by and between Artann Laboratories, Inc. (“Artann”), a New Jersey corporation and ProUroCare Medical Inc. (“ProUroCare”), a Nevada corporation.

March 19, 2009 Mr. Phil Smith TTE, Phillips W. Smith Family Trust
ProUroCare Medical Inc. • March 26th, 2009 • Surgical & medical instruments & apparatus
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