Bioforce Nanosciences Holdings, Inc. – Supplier Agreement (January 26th, 2018)This Supplier Agreement (this "Agreement") is made effective as of February 5th, 2015, between Body Align, LLC, of 2296 Chamberino Dr, Virginia Beach, Virginia 23456 ("Supplier"), and BioForce Nanosciences Holdings, Inc. (a Nevada Corporation) with its office at 3419 Virginia Beach, Suite 252, Virginia Beach, Virginia 23452("Customer"). This agreement will remain in effect for 3-Years with an extension of an additional 3-Years granted upon a written notification within 60-days of conclusion of this agreement.
Bioforce Nanosciences Holdings, Inc. – Chairman Director Compensation AGREEMENT (January 26th, 2018)This Director Compensation Agreement (this “Agreement”) is made as of the 1st day of July, 2013 by and among BioForce Nanosciences Holdings, Inc. (BFNH), a Nevada Corporation, having its principal place of business at 2232 Virginia Beach Blvd, Virginia Beach, VA 23454 (“Company”), and Merle Ferguson, Chairman Director, and is made in light of the following recitals which are a material part hereof.
Bioforce Nanosciences Holdings, Inc. – PROMISSORY NOTE (March 17th, 2009)FOR THE VALUE RECEIVED, BioForce Nanosciences, Inc., (the Borrower), located at 1615 Golden Aspen Drive, Suite 101, Ames, Iowa, 50010, promises to pay to the State of Iowa, Department of Economic Development (the "Department"), located at 200 East Grand Avenue, Des Moines, Iowa, 50309, the principal sum of ninety two thousand two hundred fifty three dollars and eighty two cents ($92,253.82), lawful money of the United States of America, at a rate per annum of 6.00%. The said principal shall be payable at the office of the Department in Des Moines, Iowa, or at such other place as the holder may, from time to time, designate in writing, in 72 monthly installments of principal and interest in the amount of $1,522.31 commencing March 1, 2009 according to the attached Amortization Schedule dated February 25, 2009.
Bioforce Nanosciences Holdings, Inc. – EMPLOYEE COMPENSATION AGREEMENT (March 17th, 2009)THIS EMPLOYEE COMPENSATION AGREEMENT (the “Agreement”) is entered into this 11th day of March, 2009, by and between BioForce Nanosciences, Inc. (the “Employer”) and (the “Employee”).
Bioforce Nanosciences Holdings, Inc. – NOTICE OF DEFAULT AND OPPORTUNITY TO CURE (February 6th, 2009)You are new in default of the Royalty loan identified above. Your default consists on non-payment of the 2008 royalty payment due as outline above. Under the terms of your loan contract you have (30) days from the date of this letter to cure this default. To correct this default, mail or deliver payment in the amount of $11,250.30 to:
Bioforce Nanosciences Holdings, Inc. – Contract (November 20th, 2008)THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED ABSENT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR COMPLIANCE WITH AN AVAILABLE EXEMPTION FROM REGISTRATION. THE COMPANY MAY REFUSE TO AUTHORIZE ANY TRANSFER OF THE SECURITIES IN RELIANCE ON AN EXEMPTION FROM REGISTRATION UNTIL IT HAS RECEIVED AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.
Bioforce Nanosciences Holdings, Inc. – Contract (November 20th, 2008)THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED ABSENT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR COMPLIANCE WITH AN AVAILABLE EXEMPTION FROM REGISTRATION. THE COMPANY MAY REFUSE TO AUTHORIZE ANY TRANSFER OF THE SECURITIES IN RELIANCE ON AN EXEMPTION FROM REGISTRATION UNTIL IT HAS RECEIVED AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.
Bioforce Nanosciences Holdings, Inc. – CONVERTIBLE SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT (November 20th, 2008)This CONVERTIBLE SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT (the “Agreement”) is dated as of November 17, 2008 by and among BioForce Nanosciences Holdings, Inc., a Nevada corporation (the “Company”), and each of the Purchasers of Units, as described below, whose names are set forth on Exhibit A hereto (individually, a “Purchaser” and collectively, the “Purchasers”).
Bioforce Nanosciences Holdings, Inc. – Amendment Number 3 to Employment Agreement (November 12th, 2008)This Amendment Number 3 (the “Amendment”) dated November 6, 2008, amends the Employment Agreement (the “Agreement”) between BioForce Nanosciences Holdings, Inc. (the “Company”) and Kerry Frey (the “Employee”)
Bioforce Nanosciences Holdings, Inc. – Amendment Number 1 to Employment Agreement (November 12th, 2008)This Amendment Number 1 (the “Amendment”) dated November 10, 2008, amends the Employment Agreement (the “Agreement”) between BioForce Nanosciences Holdings, Inc. (the “Company”) and Gregory D. Brown (the “Employee”)
Bioforce Nanosciences Holdings, Inc. – Agreement Regarding SPT Grant (September 9th, 2008)
Bioforce Nanosciences Holdings, Inc. – EMPLOYMENT AGREEMENT (August 13th, 2008)EMPLOYMENT AGREEMENT (this “Agreement”) effective as of September 1, 2008 between BioForce Nanosciences Holdings, Inc (the “Company”), a Nevada corporation, and Eric R. Henderson (the “Employee”), a resident of the State of Iowa.
Bioforce Nanosciences Holdings, Inc. – SHAREHOLDER AGREEMENT (August 13th, 2008)This Shareholder Agreement (Agreement) is entered into by and among the named Shareholders set forth on Exhibit A, attached hereto and made a part hereof, BioForce Nanosciences, Inc. (BioForce), and Aspera Corp. (Aspera), effective the 11th day of August, 2008 (Effective Date) with respect to the transfer of certain assets to Aspera by BioForce, the license of certain technology to Aspera by BioForce, and certain related actions and events required and called for in connection therewith. Each such named individual or entity is hereafter referred to as a Shareholder or Party and together they are the Shareholders or Parties.
Bioforce Nanosciences Holdings, Inc. – License Agreement (August 13th, 2008)This License Agreement ("Agreement") is entered into as of the 11th day of August, 2008 by and between BioForce Nanosciences, Inc. ("BIOFORCE"), a Delaware corporation with its principal place of business located at 1615 Golden Aspen Dr., Ste 101, Ames, IA 50010-8098 USA, and Aspera Corp. (“ASPERA”), a Delaware corporation with its principal place of business located at 2424 Camden Drive, Ames, IA 50010, both together “Parties” and separately a “Party”.
Bioforce Nanosciences Holdings, Inc. – BIOFORCE NANOSCIENCES ENTERS INTO LICENSING AGREEMENT WITH ASPERA CORP. Operating Costs to be Reduced by 20% Annually; BioForce Receives Equity Interest in Aspera; Potential for Licensing Income to BioForce (August 13th, 2008)AMES, IA, August 12, 2008 -- BioForce Nanosciences Holdings, Inc. (OTC BB: BFNH), a producer of integrated biological and mechanical systems for life science researchers at the micro and nano scales, today announced the completion of a transaction where it licensed on a non-exclusive basis its scientific applications technology to Aspera Corp., a start-up developer of ultraminiaturized biomolecular detection systems, assays, and devices.
Bioforce Nanosciences Holdings, Inc. – Contract (July 24th, 2008)THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED ABSENT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR COMPLIANCE WITH AN AVAILABLE EXEMPTION FROM REGISTRATION. THE COMPANY MAY REFUSE TO AUTHORIZE ANY TRANSFER OF THE SECURITIES IN RELIANCE ON AN EXEMPTION FROM REGISTRATION UNTIL IT HAS RECEIVED AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.
Bioforce Nanosciences Holdings, Inc. – CONVERTIBLE SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT Dated as of July 21, 2008 among BIOFORCE NANOSCIENCES HOLDINGS, INC. and THE PURCHASERS LISTED ON EXHIBIT A (July 24th, 2008)This CONVERTIBLE SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT (the “Agreement”) is dated as of July 21, 2008 by and among BioForce Nanosciences Holdings, Inc., a Nevada corporation (the “Company”), and each of the Purchasers of Units, as described below, whose names are set forth on Exhibit A hereto (individually, a “Purchaser” and collectively, the “Purchasers”).
Bioforce Nanosciences Holdings, Inc. – Contract (July 24th, 2008)THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED ABSENT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR COMPLIANCE WITH AN AVAILABLE EXEMPTION FROM REGISTRATION. THE COMPANY MAY REFUSE TO AUTHORIZE ANY TRANSFER OF THE SECURITIES IN RELIANCE ON AN EXEMPTION FROM REGISTRATION UNTIL IT HAS RECEIVED AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.
Bioforce Nanosciences Holdings, Inc. – AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (July 11th, 2008)AMENDMENT NUMBER 3 to the October 14, 2002 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This Amendment Number 3 to the October 14, 2002 Amended and Restated Registration Rights Agreement ( "Amendment Number 3"), made effective as of June 10, 2008, is by and between the Holders and BioForce Nanosciences Holdings, Inc. (the "Company"), as successor to BioForce Nanosciences, Inc. WHEREAS, the Holders possess certain registration rights as parties to the October 14, 2002 Amended and Restated Registration Rights Agreement, as amended by Amendment Number 1 and Amendment Number 2 to the October 14, 2002 Amended and Restated Registration Rights Agreement (the "Agreement"); WHEREAS, the Agreement requires that the Company file a registration statement on behalf of the Holders no later than June 12, 2008; and WHEREAS, the Company and the Holders believe that it is in their best interests
Bioforce Nanosciences Holdings, Inc. – SAID ARTICLES OF INCORPORATION WILL BE FURNISHED FREE OF CHARGE TO THE HOLDER OF (June 16th, 2008)THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED ABSENT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR COMPLIANCE WITH AN AVAILABLE EXEMPTION FROM REGISTRATION. THE COMPANY MAY REFUSE TO AUTHORIZE ANY TRANSFER OF THE SECURITIES IN RELIANCE ON AN EXEMPTION FROM REGISTRATION UNTIL IT HAS RECEIVED AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED. THE COMPANY IS AUTHORIZED TO ISSUE MORE THAN ONE CLASS OF STOCK OR MORE THAN ONE SERIES OF ANY CLASS OF STOCK. THE DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL OR OTHER SPECIAL RIGHTS OF THE SHARES OF EACH CLASS OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH RIGHTS, ARE SET FORTH IN THE ARTICLES OF INCORPORATION OF THE COMPANY. A COPY OF SAID ARTICLES OF INCORPORATION WIL
Bioforce Nanosciences Holdings, Inc. – CONVERTIBLE SECURED PROMISSORY NOTE AND WARRANT PURCHASE (June 16th, 2008)CONVERTIBLE SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT Dated as of June 10, 2008 among BIOFORCE NANOSCIENCES HOLDINGS, INC. and THE PURCHASERS LISTED ON EXHIBIT A CONVERTIBLE SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT This CONVERTIBLE SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT (the "Agreement") is dated as of June 4, 2008 by and among BioForce Nanosciences Holdings, Inc., a Nevada corporation (the "Company"), and each of the Purchasers of Units, as described below, whose names are set forth on Exhibit A hereto (individually, a "Purchaser" and collectively, the "Purchasers"). The parties hereto agree as follows: ARTICLE I
Bioforce Nanosciences Holdings, Inc. – SAID ARTICLES OF INCORPORATION WILL BE FURNISHED FREE OF CHARGE TO THE HOLDER OF (June 16th, 2008)THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED ABSENT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR COMPLIANCE WITH AN AVAILABLE EXEMPTION FROM REGISTRATION. THE COMPANY MAY REFUSE TO AUTHORIZE ANY TRANSFER OF THE SECURITIES IN RELIANCE ON AN EXEMPTION FROM REGISTRATION UNTIL IT HAS RECEIVED AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED. THE COMPANY IS AUTHORIZED TO ISSUE MORE THAN ONE CLASS OF STOCK OR MORE THAN ONE SERIES OF ANY CLASS OF STOCK. THE DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL OR OTHER SPECIAL RIGHTS OF THE SHARES OF EACH CLASS OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH RIGHTS, ARE SET FORTH IN THE ARTICLES OF INCORPORATION OF THE COMPANY. A COPY OF SAID ARTICLES OF INCORPORATION WI
Bioforce Nanosciences Holdings, Inc. – MASTER EQUIPMENT LEASE AGREEMENT (May 15th, 2008)Lessee agrees to lease from Lessor the Equipment described in each related Schedule which is executed pursuant hereto. Each Schedule together with this Master Equipment Lease Agreement (“Master Lease”) will constitute a separate lease for the Equipment subject thereto. In the event of any conflict between the Master Lease and any Schedule, the terms of the Schedule will control.
Bioforce Nanosciences Holdings, Inc. – AMENDMENT NUMBER 2 to the October 14, 2002 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (May 15th, 2008)This Amendment Number 2 to the October 14, 2002 Amended and Restated Registration Rights Agreement ( “Amendment Number 2”), made effective as of May 5, 2008, is by and between the Holders and BioForce Nanosciences Holdings, Inc. (the “Company”), as successor to BioForce Nanosciences, Inc.
Bioforce Nanosciences Holdings, Inc. – IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT PIAP PROGRAM PROMISSORY NOTE Loan Number: 03-PIAP-04 (March 31st, 2008)FOR VALUE RECEIVED, the undersigned (hereafter called the “Maker”) promises to pay to the order of the State of Iowa, Department of Economic Development (hereafter called the “Payee”) at its office at 200 East Grand Avenue, Des Moines, Iowa 50309, or upon notice to the Maker, at such other place as may be designated from time to time by the holder, the principal sum, as of November 5, 2007, of sixty nine thousand nine hundred and ninety nine dollars ($69,999) to be paid as follows:
Bioforce Nanosciences Holdings, Inc. – AMENDMENT NUMBER 2 to EMPLOYMENT AGREEMENT (March 31st, 2008)This AMENDMENT NUMBER 2 (“Amendment”) dated January 21, 2008 amends the Employment Agreement (“Agreement”) between BioForce Nanosciences Holdings, Inc. (the “Company”) and Eric R. Henderson (the “Employee”).
Bioforce Nanosciences Holdings, Inc. – AMENDMENT NUMBER 2 to EMPLOYMENT AGREEMENT (March 31st, 2008)This AMENDMENT NUMBER 2 (“Amendment”) dated January 21, 2008 amends the Employment Agreement (“Agreement”) between BioForce Nanosciences Holdings, Inc. (the “Company”) and Kerry Frey (the “Employee”).
Bioforce Nanosciences Holdings, Inc. – USER SERVICE AGREEMENT (March 31st, 2008)This Agreement is made this 17th day of March, 2008 by and between CJM Financial, Inc., an Iowa company, with its principal place of business located at 306 SE Magazine Road., Ankeny, IA 50021(hereinafter “CJM”) and BioForce Nanosciences Holdings, Inc. (BFNH) AKA BioForce Laboratory, Inc., currently residing at 1615 Golden Aspen Dr. Suite 101 Ames, IA (hereinafter “Companies”). This agreement supersedes any previous user service agreements between Companies and CJM Financial, Inc.
Bioforce Nanosciences Holdings, Inc. – BioForce Nanosciences Receives $500,000 from Investor Warrant Exercise (November 21st, 2007)BioForce Nanosciences Receives $500,000 from Investor Warrant Exercise AMES, Iowa, Nov. 19, 2007 - (PRIME NEWSWIRE) -- BioForce Nanosciences Holdings Inc. (OTC BB: BFNH) today announced the receipt of $500,000 in proceeds from the exercise of the Series C warrants issued in its August 2007 financing transaction with an institutional investor. The Series C warrants entitled the investor to purchase 1,000,000 shares of BioForce's common stock at a price of $0.50 per share. These warrant exercise proceeds are in addition to the $500,000 of initial investment proceeds received in August. BioForce's Chief Executive Officer, Dr. Eric Henderson, said, "We appreciate this expression of continued support from the investor. The warrant exercise proceeds provide us with the funds necessary to continue expansion of our sales and marketing efforts related to our Nano eNabler system, a device for the deposition and nanoscale manipulation of biomolecules. The Nano eNabler is being utilized by over
Bioforce Nanosciences Holdings, Inc. – CONTRACT NUMBER: 03-PIAP-04 AMENDMENT NUMBER: 1 EFFECTIVE DATE: October 30, 2007 (November 14th, 2007)THIS AMENDMENT is made by and between the IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT, (hereafter "Department"), 200 East Grand Avenue, Des Moines, Iowa 50309, an agency of the State of Iowa and BioForce Nanosciences, Inc., 1615 Golden Aspen Dr. Suite 101, Ames, Iowa 50010, (hereafter "Business").
Bioforce Nanosciences Holdings, Inc. – AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (October 1st, 2007)AMENDMENT NUMBER 1 to the October 14, 2002 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This Amendment Number 1 to the October 14, 2002 Amended and Restated Registration Rights Agreement (the "Agreement"), made effective as of September 29, 2007, is by and between the Holders and BioForce Nanosciences Holdings, Inc. (the "Company"), as successor to BioForce Nanosciences, Inc. WHEREAS, the Holders possess certain registration rights as parties to the October 14, 2002 Amended and Restated Registration Rights Agreement (the "Prior Amendment"); WHEREAS, under Section 2(a) of the Prior Amendment the Holders may request that their shares be included in a registration if the Company proposes to register any shares of its capital stock under the Securities Act; WHEREAS, as required by Section 2(a) of the Prior Agreement the Company provided notice to the Holders of the Company's intent
Bioforce Nanosciences Holdings, Inc. – COMMERCIAL LEASE (October 1st, 2007)Exhibit 10.6 AMENDMENT NUMBER 2 to COMMERCIAL LEASE This LEASE AMENDMENT NUMBER 2 ("Amendment") dated September 20, 2007, between Randall Corporation, as Landlord, and BioForce Nanosciences, Inc., as Tenant, amends the lease consisting of the Commercial Lease dated November 19, 2004, and Lease Amendment Number 1 dated January 2, 2007 (collectively, the "Lease"). 1. All terms of the Lease shall continue in full force and effect except as expressly modified in this Amendment. All terms of the Lease shall apply to this Amendment, except in the event and to the extent they are expressly modified herein, in which case the terms of this Amendment shall control. All capitalized terms used in the Amendment not otherwise defined shall have the same meaning as in the Lease. 2. The parties agree to extend
Bioforce Nanosciences Holdings, Inc. – SAID ARTICLES OF INCORPORATION WILL BE FURNISHED FREE OF CHARGE TO THE HOLDER OF (September 7th, 2007)THIS WARRANT AND THE SHARES OF PREFERRED STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED ABSENT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR COMPLIANCE WITH AN AVAILABLE EXEMPTION FROM REGISTRATION. THE COMPANY MAY REFUSE TO AUTHORIZE ANY TRANSFER OF THE SECURITIES IN RELIANCE ON AN EXEMPTION FROM REGISTRATION UNTIL IT HAS RECEIVED AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED. THE COMPANY IS AUTHORIZED TO ISSUE MORE THAN ONE CLASS OF STOCK OR MORE THAN ONE SERIES OF ANY CLASS OF STOCK. THE DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL OR OTHER SPECIAL RIGHTS OF THE SHARES OF EACH CLASS OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH RIGHTS, ARE SET FORTH IN THE ARTICLES OF INCORPORATION OF THE COMPANY. A COPY OF SAID ARTICLES OF INCORPORATION
Bioforce Nanosciences Holdings, Inc. – LOCK-UP AGREEMENT (September 7th, 2007)LOCK-UP AGREEMENT THIS AGREEMENT (this "Agreement") is dated as of August 31, 2007 by and among BioForce Nanosciences Holdings, Inc., a Nevada corporation (the "Company"), and the shareholders of the Company listed on Schedule A attached hereto (collectively, the "Shareholders"). WHEREAS, to induce the Company and the investors (the "Investors") to enter into the Series A Convertible Preferred Stock Purchase Agreement dated as of the date hereof (the "Purchase Agreement") by and among the Company and the Investors, the Shareholders have agreed not to sell any shares of the Company's common stock, $0.001 par value per share, that such Shareholders presently own or may acquire after the date hereof (the "Common Stock"), except in accordance with the terms and conditions set forth herein. Capitalized terms used herein without definition shall have the meanings assigned to such terms in the Purchase Agreement. NOW, THEREFORE, in conside
Bioforce Nanosciences Holdings, Inc. – SAID ARTICLES OF INCORPORATION WILL BE FURNISHED FREE OF CHARGE TO THE HOLDER OF (September 7th, 2007)THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED ABSENT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR COMPLIANCE WITH AN AVAILABLE EXEMPTION FROM REGISTRATION. THE COMPANY MAY REFUSE TO AUTHORIZE ANY TRANSFER OF THE SECURITIES IN RELIANCE ON AN EXEMPTION FROM REGISTRATION UNTIL IT HAS RECEIVED AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED. THE COMPANY IS AUTHORIZED TO ISSUE MORE THAN ONE CLASS OF STOCK OR MORE THAN ONE SERIES OF ANY CLASS OF STOCK. THE DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL OR OTHER SPECIAL RIGHTS OF THE SHARES OF EACH CLASS OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH RIGHTS, ARE SET FORTH IN THE ARTICLES OF INCORPORATION OF THE COMPANY. A COPY OF SAID ARTICLES OF INCORPORATION WI
