EXHIBIT 10.6 ELECTRO-OPTICAL SCIENCES, INC. CONSULTING AGREEMENT This Consulting Agreement (this "AGREEMENT") is made as of May 31, 2005, between Electro-Optical Sciences, Inc., a Delaware corporation with its principal office at 3 West Main Street,...Consulting Agreement • June 3rd, 2005 • Electro Optical Sciences Inc /Ny • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 30th, 2013 • Mela Sciences, Inc. /Ny • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 29, 2013, between MELA Sciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
EXHIBIT 10.10 AGREEMENT OF LEASE, made as of this 23 day of November, 2004 between Bridge Street Properties LLC having an address at One Bridge Street, Irvington. New York 10533, hereinafter referred to as OWNER, and Electro- Optical Sciences, Inc.,...Lease Agreement • June 3rd, 2005 • Electro Optical Sciences Inc /Ny • New York
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 6th, 2023 • STRATA Skin Sciences, Inc. • Surgical & medical instruments & apparatus
This Amended and Restated Registration Rights Agreement (this “Agreement”) is made and entered into as of June 30, 2023, between STRATA Skin Sciences, Inc., a Delaware corporation (the “Company”), and MidCap Funding XXVII Trust, a Delaware statutory trust (together with any registered holder from time to time of the Warrant or any holder of the shares issueable or issued upon the exercise or conversion of this Warrant, “Warrantholder”), an Affiliate of MidCap Financial Trust.
COMMON STOCK PURCHASE WARRANTSecurity Agreement • June 23rd, 2015 • Mela Sciences, Inc. /Ny • Surgical & medical instruments & apparatus
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from MELA Sciences, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).
Exhibit 1.1 ___________ Shares of Common Stock ELECTRO-OPTICAL SCIENCES, INC. FORM OF UNDERWRITING AGREEMENT ThinkEquity Partners LLC A Representative of the Several Underwriters 28 West 44th Street, Suite 1200 New York, New York 10036 And Stanford...Underwriting Agreement • September 27th, 2005 • Electro Optical Sciences Inc /Ny • Surgical & medical instruments & apparatus • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 23rd, 2015 • Mela Sciences, Inc. /Ny • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 22, 2015, between MELA Sciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
RECITALSInvestors' Rights Agreement • June 3rd, 2005 • Electro Optical Sciences Inc /Ny • New York
EXHIBIT 10.8 AMENDMENT TO ELECTRO-OPTICAL SCIENCES, INC. The amendment is made the 17th day of May, 2001, by and between Bridge Street Properties, LLC a New York Corporation having an office at One Bridge Street, Irvington, New York 10533, and...Lease Amendment • June 3rd, 2005 • Electro Optical Sciences Inc /Ny
The amendment is made the 17th day of May, 2001, by and between Bridge Street Properties, LLC a New York Corporation having an office at One Bridge Street, Irvington, New York 10533, and Electro-Optical Sciences, Inc. having an office at One Bridge Street, Irvington, New York 10533.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 14th, 2014 • Mela Sciences, Inc. /Ny • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 21, 2014, between MELA Sciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
MELA SCIENCES, INC. SALES AGREEMENTSales Agreement • June 15th, 2012 • Mela Sciences, Inc. /Ny • Surgical & medical instruments & apparatus • New York
RECITALSIndemnification Agreement • August 8th, 2005 • Electro Optical Sciences Inc /Ny • Surgical & medical instruments & apparatus • Delaware
SECURITY AGREEMENTSecurity Agreement • November 14th, 2014 • Mela Sciences, Inc. /Ny • Surgical & medical instruments & apparatus • New York
This SECURITY AGREEMENT, dated as of July 21, 2014 (this “Agreement”), is among MELA Sciences, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s 4% Senior Secured Convertible Debentures due five years following their issuance, in the original aggregate principal amount of $15,000,000 (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
Exhibit 10.15 THIRD AMENDMENT TO ELECTRO-OPTICAL SCIENCES, INC. LEASE This amendment is made the 6th day of June, 2005, by and between Bridge Street Properties, LLC, a New York Limited Liability Company having an office at One Bridge Street,...Lease Agreement • July 15th, 2005 • Electro Optical Sciences Inc /Ny
H.C. Wainwright Letterhead] June 13, 2014Exclusive Agency Agreement • August 19th, 2014 • Mela Sciences, Inc. /Ny • Surgical & medical instruments & apparatus • New York
STRATA SKIN SCIENCES, INC., as ISSUER and [ ], as INDENTURE TRUSTEE INDENTURE Dated as of [ ]Indenture • August 13th, 2021 • STRATA Skin Sciences, Inc. • Surgical & medical instruments & apparatus • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 8th, 2009 • Electro Optical Sciences Inc /Ny • Surgical & medical instruments & apparatus • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 7, 2009, is by and between ELECTRO-OPTICAL SCIENCES, INC. (the “Company”) and KINGSBRIDGE CAPITAL LIMITED (the “Investor”).
STRATA SKIN SCIENCES, INC. COMMON STOCK EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • October 18th, 2021 • STRATA Skin Sciences, Inc. • Surgical & medical instruments & apparatus • New York
STRATA Skin Sciences, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Ladenburg Thalmann & Co. Inc., as follows:
2,200,000 Shares 330,000 Overallotment Shares MELA SCIENCES, INC. Common Stock (par value $0.001 per share) UNDERWRITING AGREEMENTUnderwriting Agreement • June 30th, 2010 • Mela Sciences, Inc. /Ny • Surgical & medical instruments & apparatus • New York
MELA Sciences, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this underwriting agreement (this “Agreement”), to issue and sell to Needham & Company, LLC (“Needham”) and Leerink Swann LLC (“Leerink”, together with Needham, the "Underwriters”), and the Underwriters severally agree to purchase, subject to the terms and conditions stated in this Agreement, an aggregate of 2,200,000 shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”) as set forth in Schedule III hereto. The Shares (as hereinafter defined) are more fully described in the Registration Statement (as hereinafter defined). The Company also proposes to grant to the Underwriters, subject to the terms and conditions stated in this Agreement, an option to purchase up to an additional 330,000 shares of Common Stock (the “Option Shares”) on the terms and for the purposes set forth in Section 1 hereof. The Firm Shares and the O
NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Convertible Security Agreement • June 23rd, 2015 • Mela Sciences, Inc. /Ny • Surgical & medical instruments & apparatus • New York
THIS 2.25% SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 2.25% Senior Secured Convertible Debentures of MELA Sciences, Inc., a Delaware corporation, (the “Company”), having its principal place of business at 50 South Buckhout Street, Suite 1, Irvington, New York, 10533, designated as its 2.25% Senior Secured Convertible Debenture due June 22, 2020 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
CREDIT AND SECURITY AGREEMENTCredit and Security Agreement • October 4th, 2021 • STRATA Skin Sciences, Inc. • Surgical & medical instruments & apparatus • New York
This CREDIT AND SECURITY AGREEMENT (this “Agreement”), dated as of September 30, 2021 (the “Closing Date”) by and among MIDCAP FINANCIAL TRUST, a Delaware statutory trust (“MidCap”), as administrative agent, the Lenders listed on the Credit Facility Schedule attached hereto and otherwise party hereto from time to time (each a “Lender”, and collectively the “Lenders”), and STRATA SKIN SCIENCES, INC., a Delaware corporation (together with each of its subsidiaries that hereafter becomes a party to this Agreement, the “Borrower”), provides the terms on which Lenders agree to lend to Borrower and Borrower shall repay Lenders. The parties agree as follows:
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 30th, 2013 • Mela Sciences, Inc. /Ny • Surgical & medical instruments & apparatus • California
THIS LOAN AND SECURITY AGREEMENT is made and dated as of March 15, 2013 and is entered into by and between MELA SCIENCES, INC., a Delaware corporation, (hereinafter referred to as “Borrower”), and HERCULES TECHNOLOGY GROWTH CAPITAL, INC., a Maryland corporation (“Lender”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 1st, 2007 • Electro Optical Sciences Inc /Ny • Surgical & medical instruments & apparatus • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 31, 2007, by and among Electro-Optical Sciences, Inc., a corporation organized under the laws of Delaware, with its principal offices at 3 West Main Street, Suite 201, Irvington, New York 10533 (the “Company”), and the undersigned buyers (each, a “Buyer”, and collectively, the “Buyers”).
EMPLOYMENT AGREEMENTEmployment Agreement • October 30th, 2023 • STRATA Skin Sciences, Inc. • Surgical & medical instruments & apparatus • Delaware
This Employment Agreement, dated as of October 30, 2023 (this “Agreement”), is made and entered into by and between STRATA Skin Sciences, Inc., a Delaware corporation (“Company”) and Dolev Rafaeli, an adult individual (“Executive”). Terms used herein and not otherwise defined shall have the meanings set forth in Section 11.
2,0888,451 Common Stock ELECTRO-OPTICAL SCIENCES, INC. PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • July 31st, 2008 • Electro Optical Sciences Inc /Ny • Surgical & medical instruments & apparatus • New York
COMMON STOCK PURCHASE AGREEMENT by and between KINGSBRIDGE CAPITAL LIMITED and ELECTRO-OPTICAL SCIENCES, INC. dated as of May 7, 2009Common Stock Purchase Agreement • May 8th, 2009 • Electro Optical Sciences Inc /Ny • Surgical & medical instruments & apparatus • New York
This COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of the 7th day of May, 2009, by and between Kingsbridge Capital Limited, an entity organized and existing under the laws of the British Virgin Islands, whose business address is P.O. Box 1075, Elizabeth House, 9 Castle Street, St. Helier, Jersey, Channel Islands (the “Investor”), and Electro-Optical Sciences, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”).
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 1st, 2006 • Electro Optical Sciences Inc /Ny • Surgical & medical instruments & apparatus • New York
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 31, 2006, by and among Electro-Optical Sciences, Inc., a Delaware corporation, with its principal offices 3 West Main Street, Suite 201, Irvington, New York 10533 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
ContractWarrant Agreement • July 6th, 2023 • STRATA Skin Sciences, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR, SUBJECT TO SECTION 11 HEREOF, AN OPINION OF COUNSEL (WHICH MAY BE COMPANY COUNSEL) REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT, OR ANY APPLICABLE STATE SECURITIES LAWS.
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 1st, 2006 • Electro Optical Sciences Inc /Ny • Surgical & medical instruments & apparatus • New York
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 31, 2006, by and among Electro-Optical Sciences, Inc., a Delaware corporation, with its principal offices 3 West Main Street, Suite 201, Irvington, New York 10533 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 1st, 2006 • Electro Optical Sciences Inc /Ny • Surgical & medical instruments & apparatus • New York
• broker-dealers may agree with the selling securityholders to sell a specified number of such shares at a stipulated price per share;
4% SENIOR SECURED CONVERTIBLE DEBENTURE DUE JULY 24, 2019Convertible Security Agreement • July 23rd, 2014 • Mela Sciences, Inc. /Ny • Surgical & medical instruments & apparatus • New York
THIS 4% SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 4% Senior Secured Convertible Debentures of MELA Sciences, Inc., a Delaware corporation, (the “Company”), having its principal place of business at 50 South Buckhout Street, Suite #1, Irvington, NY 10533, designated as its 4% Senior Secured Convertible Debenture due July 24, 2019 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
2,400,000 Shares of Common Stock ELECTRO-OPTICAL SCIENCES, INC. PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • July 17th, 2009 • Electro Optical Sciences Inc /Ny • Surgical & medical instruments & apparatus
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 2nd, 2018 • STRATA Skin Sciences, Inc. • Surgical & medical instruments & apparatus
This Registration Rights Agreement (this "Agreement") is entered into effective as of [●], 2018, by and among (i) STRATA Skin Sciences, Inc., a Delaware corporation (the "Company"), (ii) Accelmed Growth Partners, L.P., a Cayman Island exempted limited partnership ("Buyer"), (iii) Broadfin Healthcare Master Fund, Ltd. a Cayman Island exempted company ("Broadfin"), (iv) Sabby Healthcare Master Fund, a Cayman Island exempted company (Sabby")[, and (v) Dolev Rafaeli and Gohan Investments Ltd. (together the "Additional Investors" and together with Buyer, Broadfin and Sabby, the "Investors")].
MELA SCIENCES, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • March 17th, 2014 • Mela Sciences, Inc. /Ny • Surgical & medical instruments & apparatus • Delaware
This Indemnification Agreement (“Agreement”) is effective as of [ ], by and between MELA Sciences, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
SECURITIES PURCHASE AGREEMENT BY AND BETWEEN STRATA SKIN SCIENCES, INC., AND ACCELMED GROWTH PARTNERS, L.P. Dated as of March 30, 2018Securities Purchase Agreement • April 2nd, 2018 • STRATA Skin Sciences, Inc. • Surgical & medical instruments & apparatus • Delaware
This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of March 30, 2018, is entered into by and between STRATA Skin Sciences, Inc., a Delaware corporation (the "Company"), and Accelmed Growth Partners, L.P., a Cayman Island exempted limited partnership ("Buyer").
