0000950123-10-009325 Sample Contracts

Contract
Rules-Based Medicine Inc • February 5th, 2010 • Services-medical laboratories • Delaware

THIS WARRANT HAS BEEN ACQUIRED BY THE HOLDER SOLELY FOR ITS OWN ACCOUNT FOR THE PURPOSE OF INVESTMENT AND NOT WITH A VIEW TO OR FOR SALE IN CONNECTION WITH ANY DISTRIBUTION THEREOF IN VIOLATION OF THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND APPLICABLE STATE SECURITIES LAWS. THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHOUT REGISTRATION UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM.

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SECOND AMENDED AND RESTATED SUBORDINATION AND STANDBY AGREEMENT
Subordination and Standby Agreement • February 5th, 2010 • Rules-Based Medicine Inc • Services-medical laboratories

Reference is hereby made to that certain Amended and Restated Subordination and Standby Agreement dated December 18, 2009, executed by and between the undersigned Lender, the undersigned Borrower and the undersigned Subordinated Creditor (the “Original Agreement”). In connection with certain agreements by and between the undersigned Lender, the undersigned Borrower and the undersigned Subordinated Creditor, such parties now desire to amend and restate the Original Agreement in its entirety. Accordingly, the Original Agreement is hereby amended and restated in its entirety to hereafter be and read as follows, and this Second Amended and Restated Subordination and Standby Agreement is given in replacement and substitution for the Original Agreement:

COMMERCIAL LOAN AGREEMENT
Patent and Trademark Security Agreement • February 5th, 2010 • Rules-Based Medicine Inc • Services-medical laboratories • Texas
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