BETWEEN ACCESS ANYWHERE LLC ("BUYER") CHOICETEL COMMUNICATIONS INC. ("SELLER")Asset Purchase Agreement • March 30th, 2000 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone) • Minnesota
This Employment Agreement is made as of May 20, 2002, by and between Thomas W. Davison (the "Executive") and Sontra Medical, Inc. (the "Company"). --------- ------- WHEREAS, the Company desires to employ the Executive, and the Executive desires to be...Employment Agreement • August 19th, 2002 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus • Massachusetts
Exhibit 10.07 EMPLOYMENT AGREEMENT -------------------- This Employment Agreement is made as of May 23, 2001, by and between James R. McNab, Jr. (the "Executive") and Sontra Medical, Inc. (the "Company"). WHEREAS, the Company desires to employ the...Employment Agreement • March 31st, 2003 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus • Massachusetts
Exhibit 10.08 EMPLOYMENT AGREEMENT This Employment Agreement is made as of June 12, 2001, by and between Joseph Kost (the "Employee") and Sontra Medical, Inc. (the "Company"). WHEREAS, the Company desires to employ the Employee, and the Employee...Employment Agreement • March 31st, 2003 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus • Massachusetts
ARTICLE I. DEFINITIONSLoan Agreement • June 25th, 1997 • Choicetel Communications Inc /Mn/ • Minnesota
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 3rd, 2016 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 29, 2016, between Echo Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
UNDERWRITING AGREEMENTUnderwriting Agreement • June 19th, 2013 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
AGREEMENT FOR THE SALE OF PAY TELEPHONE ROUTE This AGREEMENT is made and entered into by and between Alpha Telcom, Inc., an Oregon Corporation, or its designee, hereinafter referred to as "Buyer," and ChoiceTel Communications, Inc. a Minnesota...Sale Agreement • April 17th, 2001 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone)
LEASELease Agreement • August 22nd, 1997 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone)
ContractWarrant Agreement • January 4th, 2007 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
EMPLOYMENT AND NON-COMPETITION AGREEMENTEmployment Agreement • August 22nd, 1997 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone) • Minnesota
Exhibit 10.13 LEASE AGREEMENT by And between FORGE PARK INVESTORS LLC, a Delaware limited liability companyLease Agreement • March 31st, 2003 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus
FIRST AMENDMENT TO CREDIT AGREEMENT This Amendment is agreed to as of the 16th day of December, 1998, by and between ChoiceTel Communications, Inc., a Minnesota corporation (the "Borrower"), and Norwest Bank Minnesota, National Association, a national...Credit Agreement • March 30th, 1999 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone) • Minnesota
BACKGROUND:Asset Purchase Agreement • March 30th, 1999 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone) • Pennsylvania
ECHO THERAPEUTICS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • November 18th, 2011 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of November 15, 2011, and is between Echo Therapeutics, Inc., a Delaware corporation (the “Company”), and ____________ (“Indemnitee”).
RECITALS:Employment Agreement • June 25th, 1997 • Choicetel Communications Inc /Mn/ • Minnesota
EXHIBIT 10.10 CONSULTING AGREEMENT WHEREAS, effective as of June 1, 1998, SONTRA MEDICAL, INC. (formerly "Newcorp Medical, Inc."), a corporation organized under the laws of the State of Delaware and having its principal office at 21 Erie Street, Suite...Consulting Agreement • March 31st, 2003 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus • Delaware
CHOICETEL COMMUNICATIONS, INC. 800,000 UNITS(1) CONSISTING OF 800,000 SHARES OF COMMON STOCK AND 800,000 REDEEMABLE COMMON STOCK PURCHASE WARRANTS UNDERWRITING AGREEMENT Equity Securities Investments, Inc. 2820 IDS Center 80 South Eighth Street...Underwriting Agreement • June 25th, 1997 • Choicetel Communications Inc /Mn/ • Minnesota
800,000 UNITS(1) CONSISTING OF 800,000 SHARES OF COMMON STOCK AND 800,000 REDEEMABLE COMMON STOCK PURCHASE WARRANTSUnderwriting Agreement • August 22nd, 1997 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone) • Minnesota
ECHO THERAPEUTICS, INC. Common Stock (par value $0.01 per share) At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • May 10th, 2012 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
Echo Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with MLV & Co. LLC (the “MLV”), as follows:
COMMON STOCK PURCHASE WARRANT To Purchase 4,000,000 Shares of Common Stock of ECHO THERAPEUTICS, INC.Security Agreement • November 8th, 2012 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Platinum-Montaur Life Sciences, LLC (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after August 31, 2012 (the “Initial Exercise Date”) and on or prior to the close of business on August 31, 2017 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Echo Therapeutics, Inc., a Delaware corporation (the “Company”), up to 4,000,000 shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b) below. This is the Commitment Fee Warrant referenced in the Loan Agreement dated on or about the Initial Exercise Date by and between the Company and the Holder (the “Loan Agreement”).
SERIES-1 COMMON STOCK PURCHASE WARRANT To Purchase ____________ Shares of Common Stock of ECHO THERAPEUTICS, INC.Security Agreement • November 10th, 2010 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus
THIS SERIES-1 COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ____________________________________ (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after November ___, 2010 (the “Initial Exercise Date”) and on or prior to the close of business on November ___, 2012 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Echo Therapeutics, Inc., a Delaware corporation (the “Company”), up to ________________________ shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b) below. This is the Warrant referenced in the Subscription Agreement by and among the Company and the other parties thereto dated November 4, 2010 (the “Subscription Agreement”).
RECITALS:Employment Agreement • June 25th, 1997 • Choicetel Communications Inc /Mn/ • Minnesota
SECURITY AGREEMENTSecurity Agreement • February 3rd, 2016 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
This SECURITY AGREEMENT, dated as of January 29, 2016 (this “Agreement”), is among Echo Therapeutics, Inc., a Delaware corporation (the “Company”), each Subsidiary of the Company which shall become a party to this Agreement by execution and delivery of the form annexed hereto as Annex A and the Subsidiary Guaranty annexed thereto (each such Subsidiary, a “Guarantor” and together with the Company, the “Debtors”), Platinum Partners Value Arbitrage Fund L.P., as collateral agent (the “Collateral Agent”) for and the holders of the Company’s Secured Convertible Notes issued at or about January 29, 2016, in the original aggregate principal amount of $1,787,000 and such other of the Company’s secured Convertible Notes which may be issued in the future (collectively, the “Notes”) (collectively and including the Collateral Agent, the “Secured Parties”).
SERIES-2 COMMON STOCK PURCHASE WARRANT To Purchase ____________ Shares of Common Stock of ECHO THERAPEUTICS, INC.Security Agreement • November 1st, 2011 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus
THIS SERIES-2 COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _______________________ (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after February 7, 2011 (the “Initial Exercise Date”) and on or prior to the close of business on February 7, 2013 (which date may be extended pursuant to Section 2(c) hereof, the “Termination Date”) but not thereafter, to subscribe for and purchase from Echo Therapeutics, Inc., a Delaware corporation (the “Company”), up to ________________________ shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b) below. This is the Warrant referenced in the Series D Convertible Preferred Stock Purchase Agreement by and among the Company and the other
CREDIT AGREEMENT BETWEEN CHOICETEL COMMUNICATIONS, INC., AS BORROWER, AND NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION, AS BANKCredit Agreement • March 30th, 1999 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone) • Minnesota
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 26th, 2008 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS REGISTRATION RIGHTS AGREEMENT, dated as of March 24, 2008 (this “Agreement”), is by and between ECHO THERAPEUTICS, INC., a Minnesota corporation (the “Company”), and IMPERIUM MASTER FUND, LTD., a Cayman Islands company (“Imperium”).
SPONSORED BYNonstandardized Adoption Agreement • March 31st, 2003 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus
ARTICLE I. APPOINTMENT OF WARRANT AGENT; ISSUANCE, FORM AND EXECUTION OF WARRANT CERTIFICATESRedeemable Warrant Agreement • June 25th, 1997 • Choicetel Communications Inc /Mn/ • Minnesota
AGREEMENT FOR SALE AND PURCHASE OF ASSETS DATE: AS OF MARCH 14, 1997 PARTIES: COMPUTER ASSISTED TECHNOLOGIES, INC. a Wisconsin corporation ("Seller") 10740 Lyndale Avenue South Bloomington, MN 55420 INTELLIPHONE, INC. a Minnesota corporation ("Buyer")...Agreement for Sale and Purchase of Assets • June 25th, 1997 • Choicetel Communications Inc /Mn/ • Minnesota
SONTRA MEDICAL CORPORATION Restricted Stock Agreement Granted Under 2003 Stock Option and Incentive PlanRestricted Stock Agreement • September 6th, 2006 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus • Minnesota
AGREEMENT made as of the [ ] day of [ ], 200[ ] (the “Grant Date”) between Sontra Medical Corporation, a Minnesota corporation (the “Company”), and [ ] (the “Participant”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 3rd, 2016 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of January 29, 2016, by and among Echo Therapeutics, Inc., a Delaware corporation, with headquarters located at 99 Wood Avenue South, Suite 302, Iselin, New Jersey 08830 (the "Company"), and the investors listed on the Schedule of Purchasers attached hereto (each, a "Purchaser" and collectively, the "Purchasers").
GUARANTYGuaranty • February 13th, 2008 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
GUARANTY (the “Guaranty”), dated as of February 11, 2008, by Sontra Medical, Inc., a Delaware corporation with an address of 10 Forge Parkway, Franklin, MA 02038 (the “Guarantor”), in favor of the Purchasers identified in the Purchase Agreement (as defined below) (collectively, “Secured Parties”).
OFFICE LEASE between a Pennsylvania Limited Partnership (Landlord) and Echo Therapeutics, Inc., a Delaware Corporation, (Tenant)Office Lease • March 18th, 2011 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • Pennsylvania
THIS OFFICE LEASE ("Lease"), dated March 9, 2011, is made and entered into by and between 8 Penn Center Owner, L.P., a Pennsylvania Limited Partnership ("Landlord") and Echo Therapeutics, Inc., a Delaware Corporation ("Tenant") upon the following terms and conditions:
COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of ECHO THERAPEUTICS, INC.Security Agreement • December 3rd, 2009 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after December 3, 2009 (the “Initial Exercise Date”) and on or prior to the close of business on December 3, 2014 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Echo Therapeutics, Inc., a Delaware corporation (the “Company”), up to shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b) below. This is the Warrant referenced in the Common Stock and Warrant Purchase Agreement by and among the Company and the other parties thereto dated November 30, 2009 (the “Purchase Agreement”).
