ContractMicrohelix Inc • January 6th, 2010 • Surgical & medical instruments & apparatus • Oregon
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 ACT, AS AMENDED (THE "1933 ACT"). THE HOLDER HEREOF, BY PURCHASING THIS WARRANT, AGREES FOR THE BENEFIT OF THE COMPANY THAT SUCH SECURITIES MAY BE OFFERED, SOLD OR OTHERWISE TRANSFERRED ONLY (A) TO THE COMPANY, (B) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE 1933 ACT AND ANY APPLICABLE STATE SECURITES LAWS, OR (C) IF REGISTERED UNDER THE 1933 ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
REDEMPTION AGREEMENTRedemption Agreement • January 6th, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus • Oregon
This Redemption Agreement (this "Agreement"), effective as of December 31, 2009 (the "Effective Date"), is between WS Technologies LLC, dba Windswept Technologies, an Oregon limited liability company (the "Company"), and Aequitas Capital Management, Inc., an Oregon corporation ("Seller").
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • January 6th, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus • Oregon
This Trademark License Agreement (this "Agreement"), dated and effective as of December 31, 2009 (the "Effective Date"), is between WS Technologies LLC, an Oregon limited liability company ("Licensor") and Aequitas Holdings, LLC, an Oregon limited liability company ("Licensee"). Each of Licensor and Licensee are referred to herein as a "Party" and are collectively, the "Parties."
SERVICING AGREEMENTServicing Agreement • January 6th, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus • Oregon
This Servicing Agreement (this "Agreement") is made as of December 31, 2009, by and between CarePayment, LLC, an Oregon limited liability company ("Owner"), and WS Technologies, LLC, an Oregon limited liability company ("Servicer"). Aequitas Holdings, LLC, an Oregon limited liability company ("Aequitas") is a party to this Agreement solely for purposes of agreeing to Section 8.1.
WS TECHNOLOGIES LLC OPERATING AGREEMENTOperating Agreement • January 6th, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus • Oregon
This Operating Agreement is made and entered into as of the Effective Date by microHelix, Inc., an Oregon corporation, Aequitas Capital Management, Inc., an Oregon corporation, and CarePayment, LLC, an Oregon limited liability company, as the initial Members of the Company pursuant to the Act.
CONTRIBUTION AGREEMENTContribution Agreement • January 6th, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus • Oregon
This Agreement is made and entered into effective as of December 30, 2009 (the "Effective Date"), by and between WS Technologies LLC dba Windswept Technologies, an Oregon limited liability company ("Company"), and microHelix, Inc., an Oregon corporation ("Contributing Party").
AMENDED AND RESTATED ADVISORY SERVICES AGREEMENTAdvisory Services Agreement • January 6th, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus • Oregon
This AMENDED AND RESTATED ADVISORY SERVICES AGREEMENT (this "Agreement") is entered into effective December 31, 2009, between microHelix, an Oregon corporation (the "Company"), and Aequitas Capital Management, Inc., an Oregon corporation ("Aequitas").
CONTRIBUTION AGREEMENTContribution Agreement • January 6th, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus • Oregon
This Agreement is made and entered into effective as of December 30, 2009 (the "Effective Date"), by and between WS Technologies LLC dba Windswept Technologies, an Oregon limited liability company ("Company"), and CarePayment, LLC, an Oregon limited liability company ("Contributing Party").
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • January 6th, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus • Oregon
This Investor Rights Agreement (this "Agreement") is made and entered into effective as of December 31, 2009, among microHelix, Inc., an Oregon corporation ("microHelix"), Aequitas Capital Management, Inc., an Oregon corporation ("Aequitas") and CarePayment, LLC, an Oregon limited liability company ("CarePayment").
SUBLEASE (Lake Oswego, Oregon)Microhelix Inc • January 6th, 2010 • Surgical & medical instruments & apparatus • Oregon
THIS SUBLEASE, dated for reference purposes only December 31, 2009 is by and between Aequitas Capital Management, Inc., an Oregon corporation ("Sublessor") and WS Technologies LLC dba Windswept Technologies, an Oregon limited liability company ("Sublessee").
CONTRIBUTION AGREEMENTContribution Agreement • January 6th, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus • Oregon
This Agreement is made and entered into effective as of December 30, 2009 (the "Effective Date"), by and between WS Technologies LLC dba Windswept Technologies, an Oregon limited liability company ("Company"), and Aequitas Capital Management, Inc., an Oregon corporation ("Contributing Party").
ROYALTY AGREEMENTRoyalty Agreement • January 6th, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus • Oregon
This Royalty Agreement (this "Agreement") is entered into effective as of December 31, 2009 (the "Effective Date") by and between WS Technologies LLC, an Oregon limited liability company, doing business as Windswept Technologies (the "Company") and Aequitas Capital Management, Inc., an Oregon corporation ("Aequitas").
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • January 6th, 2010 • Microhelix Inc • Surgical & medical instruments & apparatus • Oregon
This Administrative Services Agreement (this "Agreement") is entered into effective December 31, 2009 (the "Effective Date") between WS Technologies LLC dba Windswept Technologies, an Oregon limited liability company ("Windswept"), and Aequitas Capital Management, Inc., an Oregon corporation ("Aequitas").
