REGISTRATION RIGHTS AGREEMENT
This Registration Rights Agreement (this "Agreement") is made and entered into as of July 17, 1997, among PLC
Systems Inc., a corporation organized and existing under the laws of British Columbia, Canada (the "Company"),
Southbrook International Investments, Ltd., a corporation existing under the laws of the British Virgin Islands
("Southbrook"), HBK Cayman L.P., a Cayman Islands exempt limited partnership ("HBK Cayman"), and HBK
Offshore Fund Ltd., a Cayman Islands exempt company ("HBK Offshore"). Southbrook, HBK Cayman and
HBK Offshore are each referred to herein as a "Purchaser" and collectively as the "Purchasers".
This Agreement is made pursuant to the Convertible Debenture Purchase Agreement, dated as of the date hereof
among the Company and the Purchasers (the "Purchase Agreement").
The Company and the Purchasers hereby agree as follows:
Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in the Purchase
Agreement. As used in this Agreement, the following terms shall have the following meanings:
"Advice" shall have meaning set forth in Section 3(o).
"Affiliate" means, with respect to any Person, any other Person that directly or indirectly controls or is controlled
by or under common control with such Person. For the purposes of this definition, "control," when used with
respect to any Person, means the possession, direct or indirect, of the power to direct or cause the direction of
the management and policies of such Person, whether through the ownership of voting securities, by contract or
otherwise; and the terms of "affiliated," "controlling" and "controlled" have meanings correlative to the foregoing.
"Business Day" means any day except Saturday, Sunday and any day which shall be a legal holiday or a day on
which banking institutions in the state of New York generally are authorized or required by law or other
government actions to close.
"Closing Date" shall have the