0000950137-07-004939 Sample Contracts

WARRANT TO PURCHASE SHARES OF COMMON STOCK ISSUE DATE: September 28, 2006
CytoCore Inc • March 30th, 2007 • Surgical & medical instruments & apparatus • Delaware

This certifies that David J. Weissberg, M.D., an individual resident of New York State (or any valid transferee thereof, the “Holder”), for value received, is entitled to purchase from CytoCore, Inc., a Delaware corporation with its principal business office located at 414 North Orleans Street, Suite 502, Chicago, Illinois 60610 (together with its successors and assigns, the “Company”), subject to the terms and conditions set forth below, at any time or from time to time on and after the Issue Date as set forth above and before 3:00 p.m. (Eastern Daylight Time) on September 28, 2011 (the “Expiration Date”), Four Million (4,000,000) shares of common stock, $0.001 par value per share, of the Company (“Common Stock”), at a price of Twenty Cents ($0.20) per share. The shares purchasable upon exercise of this Warrant, and the purchase price per share, each as adjusted from time to time pursuant to the provisions of this Warrant, are hereinafter referred to as the “Warrant Shares” and the “P

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Consulting Agreement
Consulting Agreement • March 30th, 2007 • CytoCore Inc • Surgical & medical instruments & apparatus

This Consulting Agreement (the “Agreement”) between Molecular Diagnostics, Inc. dba CytoCore Inc (the Sponsor) a Delaware corporation having its principal offices at 414 N. Orleans St., Suite 502, Chicago, IL 60610 and GSG Enterprises LLC, having offices at (the Consultant) shall become effective as of March 1, 2006.

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