REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 2nd, 2011 • Guided Therapeutics Inc • Electromedical & electrotherapeutic apparatus • Georgia
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of August 30, 2011, by and among Guided Therapeutics, Inc., a Delaware corporation located at 5835 Peachtree Corners East, Suite D, Norcross, Georgia 30092 (the “Company”), Dolores M. Maloof, a resident of Georgia (“Maloof”) and James E. Funderburke (“Funderburke”), a resident of Georgia (Maloof and Funderburke are referred to each, as an “Investor” and collectively, as the “Investors”).
AGREEMENT AND RELEASEAgreement and Release • September 2nd, 2011 • Guided Therapeutics Inc • Electromedical & electrotherapeutic apparatus • Georgia
THIS AGREEMENT AND RELEASE (the “Agreement”), made effective as of August 30, 2011 (the “Effective Date”) by and among: (i) Dolores M. Maloof (“Maloof”), a resident of the State of Georgia; (ii) James E. Funderburke (“Funderburke”), a resident of the State of Georgia; (iii) Stephen Maloof, a resident of the State of Georgia (“SM”) and (iv) Guided Therapeutics, Inc., a Delaware corporation located at 5835 Peachtree Corners East, Suite D, Norcross, Georgia 30092 (“GT”, and together with Maloof, Funderburke and SM, collectively the “Parties” and each individually a “Party” or “Party”);
Exhibit A to Agreement and Release FORM OF WARRANTGuided Therapeutics Inc • September 2nd, 2011 • Electromedical & electrotherapeutic apparatus
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE GEORGIA UNIFORM SECURITIES ACT OF 2008, AS AMENDED, IN RELIANCE UPON EXEMPTIONS FROM SUCH REQUIREMENTS, THE FEDERAL SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY OTHER STATE. THIS WARRANT AND ANY OF SUCH SHARES MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED IN THE ABSENCE OF REGISTRATION UNDER SAID ACTS AND ALL OTHER APPLICABLE SECURITIES LAWS UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE.
