THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES
ACT OF 1933 NOR QUALIFIED UNDER APPLICABLE STATE SECURITIES ACTS AND MAY NOT BE
SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR OTHERWISE DISTRIBUTED FOR VALUE UNLESS
THEY ARE REGISTERED AND QUALIFIED UNDER SUCH ACTS OR THE CORPORATION RECEIVES AN
OPINION OF COUNSEL FOR THE SELLER (CONCURRED IN BY COUNSEL FOR THE CORPORATION)
STATING THAT SUCH SALE, TRANSFER, ASSIGNMENT, PLEDGE OR DISTRIBUTION IS EXEMPT
FROM THE REGISTRATION AND QUALIFICATION REQUIREMENTS OF SUCH ACTS.
NOTE
$ Boulder, Colorado
, 1995
Pixsys, Inc., a Colorado corporation (the "Corporation"), for value
received, promises to pay to the order of (NAME) at his office at
__________________, _____________ (number of ) Dollars ($________), payable in
one principal payment payable on demand, with interest from the date hereof on
the unpaid principal balance at the rate of eleven percent (11%) per annum.
This Note or any portion thereof may be prepaid at any time prior to the due
date thereof, together with all accrued and unpaid interest to and including the
date of such prepayment.
This Note is secured by a Security Agreement dated as of March 24,
1995.
The Corporation waives presentment for payment, notice of dishonor,
protest and notice of protest and all other notices of every kind, to the
fullest extent permitted by law. No delay on the part of the holder hereof in
exercising any rights hereunder shall operate as a waiver of such rights. If
this Note is not paid when due, the Corporation agrees to pay all reasonable
costs of collection, including, without limitation, reasonable attorneys' fees
incurred or paid by holder in enforcing this Note on default and in connection
with the foreclosing of any of the security which secures this Note.
The terms and conditions of this Note shall be governed by, and
construed in accordance with, the laws of the State of Colorado. This Note
shall be binding upon, and inure to the benefit of, the parties hereto, their
personal representatives, heirs, devisees, successors and assigns.
PIXSYS, INC.
By:
-------------------------------------
Title: President
THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES
ACT OF 1933 NOR QUALIFIED UNDER APPLICABLE STATE SECURITIES ACTS AND MAY NOT BE
SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR OTHERWISE DISTRIBUTED FOR VALUE UNLESS
THEY ARE REGISTERED AND QUALIFIED UNDER SUCH ACTS OR THE CORPORATION RECEIVES AN
OPINION OF COUNSEL FOR THE SELLER (CONCURRED IN BY COUNSEL FOR THE CORPORATION)
STATING THAT SUCH SALE, TRANSFER, ASSIGNMENT, PLEDGE OR DISTRIBUTION IS EXEMPT
FROM THE REGISTRATION AND QUALIFICATION REQUIREMENTS OF SUCH ACTS.
NOTE
$(amount) Boulder, Colorado
August 14, 1995
Pixsys, Inc., a Colorado corporation (the "Corporation"), for value
received, promises to pay to the order of [NAME]at his office at ______________,
_______________ (amount) ($____), payable in one principal payment due on
February 13, 1996, with interest from the date hereof on the unpaid principal
balance at the rate of eleven percent (11%) per annum payable on February 13,
1996. This Note or any portion thereof may be prepaid at any time prior to the
due date thereof, together with all accrued and unpaid interest to and including
the date of such prepayment.
This Note is secured by a Security Agreement dated as of March 24,
1995.
The Corporation waives presentment for payment, notice of dishonor,
protest and notice of protest and all other notices of every kind, to the
fullest extent permitted by law. No delay on the part of the holder hereof in
exercising any rights hereunder shall operate as a waiver of such rights. If
this Note is not paid when due, the Corporation agrees to pay all reasonable
costs of collection, including, without limitation, reasonable attorneys' fees
incurred or paid by holder in enforcing this Note on default and in connection
with the foreclosing of any of the security which secures this Note.
The terms and conditions of this Note shall be governed by, and
construed in accordance with, the laws of the State of Colorado. This Note
shall be binding upon, and inure to the benefit of, the parties hereto, their
personal representatives, heirs, devisees, successors and assigns.
PIXSYS, INC.
By:
-------------------------------------
Title: President
THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES
ACT OF 1933 NOR QUALIFIED UNDER APPLICABLE STATE SECURITIES ACTS AND MAY NOT BE
SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR OTHERWISE DISTRIBUTED FOR VALUE UNLESS
THEY ARE REGISTERED AND QUALIFIED UNDER SUCH ACTS OR THE CORPORATION RECEIVES AN
OPINION OF COUNSEL FOR THE SELLER (CONCURRED IN BY COUNSEL FOR THE CORPORATION)
STATING THAT SUCH SALE, TRANSFER, ASSIGNMENT, PLEDGE OR DISTRIBUTION IS EXEMPT
FROM THE REGISTRATION AND QUALIFICATION REQUIREMENTS OF SUCH ACTS.
NOTE
$(amount) Boulder, Colorado
March 24, 1995
Pixsys, Inc., a Colorado corporation (the "Corporation"), for value
received, promises to pay to the order of [NAME] at their office at
____________, _____________ (amount) ($________), payable in one principal
payment due on September 23, 1995, with interest from the date hereof on the
unpaid principal balance at the rate of eleven percent (11%) per annum payable
on September 23, 1995. This Note or any portion thereof may be prepaid at any
time prior to the due date thereof, together with all accrued and unpaid
interest to and including the date of such prepayment.
This Note is secured by a Security Agreement dated as of March 24,
1995.
The Corporation waives presentment for payment, notice of dishonor,
protest and notice of protest and all other notices of every kind, to the
fullest extent permitted by law. No delay on the part of the holder hereof in
exercising any rights hereunder shall operate as a waiver of such rights. If
this Note is not paid when due, the Corporation agrees to pay all reasonable
costs of collection, including, without limitation, reasonable attorneys' fees
incurred or paid by holder in enforcing this Note on default and in connection
with the foreclosing of any of the security which secures this Note.
The terms and conditions of this Note shall be governed by, and
construed in accordance with, the laws of the State of Colorado. This Note
shall be binding upon, and inure to the benefit of, the parties hereto, their
personal representatives, heirs, devisees, successors and assigns.
PIXSYS, INC.
By:
-------------------------------------
Title: President
EXTENSION AGREEMENT
Extension Agreement, dated as of March 31, 1996, between Image Guided
Technologies, Inc., a Colorado Corporation ("Maker") and [NAME] ("Payee").
WHEREAS, Maker executed and delivered to Payee a promissory note ("Note"),
dated (date), 1995, for $(amount), which note had previously been extended to
March 31, 1996;
WHEREAS, Maker and Payee desire further to extend the date on which
principal and interest is due on the Note;
NOW, THEREFORE, the parties hereto do hereby agree as follows:
1. The payment date for interest and principal due on the Note is hereby
extended from March 31, 1996 to the earlier of (i) June 30, 1997 or (ii) thirty
days after the closing of an underwritten public offering of the shares of
Common Stock of Maker pursuant to a registration statement filed under the
Securities Act of 1933, as amended, with aggregate offering proceeds from the
public of not less than $5,000,000.
2. All other terms and conditions of the Note shall remain the same.
IMAGE GUIDED TECHNOLOGIES, INC.
By:
-------------------------------------
Jeffrey J. Hiller
Chief Financial Officer
[NAME]
By:
-------------------------------------
EXTENSION AGREEMENT
Extension Agreement, dated as of March 31, 1996, between Image Guided
Technologies, Inc., a Colorado Corporation ("Maker") and [NAME] ("Payee").
WHEREAS, Maker executed and delivered to Payee a promissory note ("Note"),
dated (date), 1995, for $(amount), which note had previously been PAYABLE ON
DEMAND;
WHEREAS, Maker and Payee desire further to extend the date on which
principal and interest is due on the Note;
NOW, THEREFORE, the parties hereto do hereby agree as follows:
1. The payment date for interest and principal due on the Note is hereby
extended from PAYABLE ON DEMAND to the earlier of (i) June 30, 1997 or (ii)
thirty days after the closing of an underwritten public offering of the shares
of Common Stock of Maker pursuant to a registration statement filed under the
Securities Act of 1933, as amended, with aggregate offering proceeds from the
public of not less than $5,000,000.
2. All other terms and conditions of the Note shall remain the same.
IMAGE GUIDED TECHNOLOGIES, INC.
By:
-------------------------------------
Jeffrey J. Hiller
Chief Financial Officer
[NAME]
By:
-------------------------------------
EXTENSION AGREEMENT
Extension Agreement, dated as of FEBRUARY 13, 1996, between Image Guided
Technologies, Inc., a Colorado Corporation ("Maker") and [NAME] ("Payee").
WHEREAS, Maker executed and delivered to Payee a promissory note ("Note"),
dated (date), 1995, for $(amount), due on FEBRUARY 13, 1996;
WHEREAS, Maker and Payee desire further to extend the date on which
principal and interest is due on the Note;
NOW, THEREFORE, the parties hereto do hereby agree as follows:
1. The payment date for interest and principal due on the Note is hereby
extended from FEBRUARY 13, 1996 to the earlier of (i) June 30, 1997 or (ii)
thirty days after the closing of an underwritten public offering of the shares
of Common Stock of Maker pursuant to a registration statement filed under the
Securities Act of 1933, as amended, with aggregate offering proceeds from the
public of not less than $5,000,000.
2. All other terms and conditions of the Note shall remain the same.
IMAGE GUIDED TECHNOLOGIES, INC.
By:
-------------------------------------
Jeffrey J. Hiller
Chief Financial Officer
[NAME]
By:
-------------------------------------