0001213900-16-010911 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 12th, 2016 • Redwood Scientific Technologies, Inc. • Florida

This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 3, 2015 by and among Redwood Scientific Technologies, Inc., a Nevada corporation (the “Company”), and the purchasers listed on Schedule I hereto (the “Purchasers”).

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SERIES B WARRANT AGREEMENT
Warrant Agreement • February 12th, 2016 • Redwood Scientific Technologies, Inc.

This Warrant Agreement (this “Agreement”) is dated as of January [ ], 2016 (the “Issue Date”) and entered into by and between Redwood Scientific Technologies, Inc., a company organized under the laws of State of Nevada (the “Company”) and ________________, (together with its successors and assigns, the “Warrant Holder”).

Employment Agreement
Employment Agreement • February 12th, 2016 • Redwood Scientific Technologies, Inc. • California

This EMPLOYMENT AGREEMENT (“Agreement”) dated effective as of January 29, 2016 (the “Effective Date”), is between Redwood Scientific Technologies, Inc., a Nevada Corporation (the “Company”), and Eunjung Cardiff (“Executive”).

SECURITY AGREEMENT
Security Agreement • February 12th, 2016 • Redwood Scientific Technologies, Inc. • Nevada

THIS SECURITY AGREEMENT (this “Agreement”) is made as of February 3, 2015 (the “Funding Date”) by and among Redwood Scientific Technologies, Inc. a Nevada corporation (the "Company" or “Debtor”), Redwood Scientific Technologies, Inc. a California corporation (“Cali Corp” or together with the Company, the “Pledgors” and individually, “Pledgor”) and the Purchasers Listed On Exhibit A (individually the "Secured Party" and collectively, the “Secured Parties” or the “Purchasers”) to that certain Secured Convertible Note Purchase Agreement dated as of February 3, 2015 between the Company and the Secured Parties (the "Purchase Agreement").

Employment Agreement
Employment Agreement • February 12th, 2016 • Redwood Scientific Technologies, Inc. • California

This EMPLOYMENT AGREEMENT ("Agreement") dated effective as of January 1st, 2015 (the "Effective Date"), is between Redwood Scientific Technologies, Inc., a Nevada Corporation (the "Company"), and Jacques Poujade ("Executive").

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