Related Party Transactions and Outside Related Director Information

Adeza Biomedical Corporation (ADZA)

4/24/2006 Proxy Information

From January 1, 2005 until the date of this Proxy Statement, there has not been any transaction or series of similar transactions, nor is there currently proposed any transaction or series of similar transactions, to which we were, are, or would be a party, and in which the amount involved exceeded or would exceed $60,000 and in which any of our directors or executive officers, any holder of more than 5% of any class of our voting securities or any member of the immediate family of any of these persons had or will have a direct or indirect material interest, other than the compensation arrangements (including with respect to equity compensation as described herein) and the transactions described below.

Management continuity agreements. See “Severance and Change of Control Agreements — Management continuity agreements.”

Indemnification agreements. We have entered into indemnification agreements with our directors and executive officers for the indemnification of and advancement of expenses to these persons to the fullest extent permitted by law. We also intend to enter into these agreements with our future directors and executive officers.

Other agreements. All of our current employees and consultants have entered into agreements with us relating to the protection of our confidential information and the assignment of inventions. None of our employees are employed for a specified term and each employee’s employment with us is subject to termination at any time by either party for any reason, with or without cause, without further liability or obligation.