0001047469-04-012042 Sample Contracts

FISCHER IMAGING CORPORATION INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 15th, 2004 • Fischer Imaging Corp • X-ray apparatus & tubes & related irradiation apparatus • Delaware

This Indemnification Agreement ("Agreement") is effective as of this 29th day of September, 1999, by and between Fischer Imaging Corporation, a Delaware corporation (the "Company"), and Morgan W. Nields ("Indemnitee").

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ACCOUNTS RECEIVABLE FINANCING MODIFICATION AGREEMENT
Financing Modification Agreement • April 15th, 2004 • Fischer Imaging Corp • X-ray apparatus & tubes & related irradiation apparatus

This Accounts Receivable Financing Modification Agreement is entered into as of April 9, 2004, by and between Fischer Imaging Corporation (the "Borrower") and Silicon Valley Bank ("Bank").

AMENDMENT NO. 1 TO DISTRIBUTOR AGREEMENT
Distributor Agreement • April 15th, 2004 • Fischer Imaging Corp • X-ray apparatus & tubes & related irradiation apparatus

This AMENDMENT NO. 1 TO DISTRIBUTOR AGREEMENT (the "Amendment") dated as of December 9, 2000 (the "Effective Date"), is by and between Ethicon EndoSurgery, Inc., an Ohio corporation ("EES"), and Fischer Imaging Corporation, a Delaware corporation ("Fischer").

DISTRIBUTOR AGREEMENT
Distributor Agreement • April 15th, 2004 • Fischer Imaging Corp • X-ray apparatus & tubes & related irradiation apparatus • New York

This AGREEMENT ("Agreement") dated as of December 9, 1998, by and between Ethicon Endo-Surgery, Inc., an Ohio corporation ("EES"), and Fischer Imaging Corporation, a Delaware corporation ("Fischer").

ETHICON ENDO-SURGERY, INC. LETTERHEAD]
Fischer Imaging Corp • April 15th, 2004 • X-ray apparatus & tubes & related irradiation apparatus

As you know, in April, 2002, Ethicon Endo-Surgery, Inc. exercised its option to renew for an additional two-year period the DISTRIBUTOR AGREEMENT dated December 9, 1998, between Ethicon-Endo Surgery, Inc. and Fischer Imaging Corporation, as amended by Amendment No. 1 to Distributor Agreement dated December 9, 2000 (the DISTRIBUTOR AGREEMENT as amended, the "Agreement"). Subsequently the parties entered into good faith negotiations to determine transfer pricing and related terms during the renewal period.

NON-EXCLUSIVE DISTRIBUTORSHIP AGREEMENT
Non-Exclusive Distributorship Agreement • April 15th, 2004 • Fischer Imaging Corp • X-ray apparatus & tubes & related irradiation apparatus • New York

This Distributorship Agreement (the "Agreement") dated as of October 10, 2002, is by and between ETHICON ENDO-SURGERY, INC., an Ohio corporation, of 4545 Creek Road, Cincinnati Ohio ("ETHICON"), and FISCHER IMAGING CORPORATION, a Delaware corporation, of 12300 North Grant Street, Denver, Colorado 80241-3120 ("FISCHER").

LOGO] SILICON VALLEY BANK SPECIALTY FINANCE DIVISION ACCOUNTS RECEIVABLE FINANCING AGREEMENT
Accounts Receivable Financing Agreement • April 15th, 2004 • Fischer Imaging Corp • X-ray apparatus & tubes & related irradiation apparatus • California

This ACCOUNTS RECEIVABLE FINANCING AGREEMENT (the "Agreement"), dated as of the Effective Date is between Silicon Valley Bank, Specialty Finance Division of ("Bank"), and Fischer Imaging Corporation a Delaware corporation, ("Borrower"), whose address is 12300 N. Grant St., Denver, Colorado 80241 and with a FAX number of 303-254-2599.

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