HTG Molecular Diagnostics, Inc Sample Contracts
SERIES [A-1] [A-2] COMMON STOCK PURCHASE WARRANT HTG MOLECULAR DIAGNOSTICS, INC.Common Stock Purchase Warrant • December 21st, 2022 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • New York
THIS SERIES [A-1] [A-2] 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 5:00 p.m. (New York City time) on _____12 (the “Termination Date”) but not thereafter, to subscribe for and purchase from HTG Molecular Diagnostics, 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).
Standard Contracts
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 21st, 2022 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).
PRE-FUNDED COMMON STOCK PURCHASE WARRANTSecurity Agreement • March 21st, 2022 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. 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”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from HTG Molecular Diagnostics, 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).
HTG MOLECULAR DIAGNOSTICS, INC. (a Delaware corporation) 12,100,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • January 19th, 2018 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 21st, 2022 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 17, 2022 (the “Effective Date”), between HTG Molecular Diagnostics, 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”).
HTG MOLECULAR DIAGNOSTICS, INC. 25,476,989 Shares of Common Stock (par value $0.001 per share) Underwriting AgreementUnderwriting Agreement • September 23rd, 2019 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • New York
HTG Molecular Diagnostics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 25,476,989 shares (the “Shares”) of its common stock, par value $0.001 per share (the “Common Stock”). The 25,476,989 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 3,821,548 Shares pursuant to such option are collectively called the “Option Shares.” The Firm Shares and, if and to the extent such option is exercised, the Option Shares, are collectively called the “Offered Shares.” Cantor Fitzgerald & Co. (“CF&Co.”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herei
SERIES A-2 COMMON STOCK PURCHASE WARRANT HTG Molecular Diagnostics, Inc.Warrant Agreement • December 23rd, 2022 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • New York
THIS SERIES A-2 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 5:00 p.m. (New York City time) on December 23, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from HTG Molecular Diagnostics, 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).
HTG MOLECULAR DIAGNOSTICS, INC. Shares of Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • November 15th, 2019 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • New York
HTG Molecular Diagnostics, Inc., a Delaware corporation (the “Company”), confirms its agreement under this Sales Agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
PRE-FUNDED COMMON STOCK PURCHASE WARRANT HTG Molecular Diagnostics, Inc.Pre-Funded Common Stock Purchase Warrant • December 23rd, 2022 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • New York
THIS PRE-FUNDED 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from HTG Molecular Diagnostics, 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).
HTG MOLECULAR DIAGNOSTICS, INC. COMMON STOCK SALES AGREEMENTSales Agreement • March 13th, 2019 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • New York
HTG Molecular Diagnostics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
ContractWarrant Agreement • September 23rd, 2014 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT HTG Molecular Diagnostics, Inc.Placement Agent Common Stock Purchase Warrant • December 23rd, 2022 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • New York
THIS PLACEMENT AGENT 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 5:00 p.m. (New York City time) on December 21, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from HTG Molecular Diagnostics, 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). This Warrant is being issued pursuant to that certain Engagement Agreement between the Company and H.C. Wainwright & Co., LLC, dated as of December 2, 2022.
PURCHASE AGREEMENTPurchase Agreement • March 25th, 2020 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • Delaware
THIS PURCHASE AGREEMENT (the “Agreement”), dated as of March 24, 2020 (the “Execution Date”), is entered into by and between HTG MOLECULAR DIAGNOSTICS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). Capitalized terms used herein and not otherwise defined herein are defined in Section 1 hereof.
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Agreement • March 21st, 2022 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. 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 six-month anniversary of the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on September 21, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from HTG Molecular Diagnostics, 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).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 30th, 2014 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments
THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of August 22, 2014 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender and SILICON VALLEY BANK, a California corporation with an office located at 3003 Tasman Drive, Santa Clara, CA 95054 (“Bank” or “SVB”) (each a “Lender” and collectively, the “Lenders”), and HTG MOLECULAR DIAGNOSTICS, INC., a Delaware corporation with an office located at 3430 E. Global Loop, Tucson, AZ 85706 (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as follows:
INDEMNITY AGREEMENTIndemnification Agreement • February 25th, 2015 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of , 20 , is made by and between HTG MOLECULAR DIAGNOSTICS, INC., a Delaware corporation (the “Company”), and (“Indemnitee”).
ContractWarrant Agreement • December 30th, 2014 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
COMMON STOCK PURCHASE WARRANTCommon Stock Agreement • March 21st, 2022 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. 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 six-month anniversary of the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on March 21, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from HTG Molecular Diagnostics, 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).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 25th, 2020 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 24, 2020, is entered into by and between HTG MOLECULAR DIAGNOSTICS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
CREDIT AND SECURITY AGREEMENT (TERM LOAN) dated as of March 26, 2018 by and among HTG MOLECULAR DIAGNOSTICS, INC., and any additional borrower that hereafter becomes party hereto, each as Borrower, and collectively as Borrowers, and MIDCAP FINANCIAL...Credit and Security Agreement (Term Loan) • May 10th, 2018 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • New York
This CREDIT AND SECURITY AGREEMENT (TERM LOAN) (as the same may be amended, supplemented, restated or otherwise modified from time to time, the “Agreement”) is dated as of March 26, 2018 by and among HTG MOLECULAR DIAGNOSTICS, INC., a Delaware corporation (“HTG”) and any additional borrower that may hereafter be added to this Agreement (individually as a “Borrower”, and collectively with any entities that become party hereto as Borrower and each of their successors and permitted assigns, the “Borrowers”), MIDCAP FINANCIAL TRUST, a Delaware statutory trust, individually as a Lender, and as Agent, and the financial institutions or other entities from time to time parties hereto, each as a Lender.
ContractWarrant Agreement • September 23rd, 2014 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
Via Email Only (jlubniewski@htgmolecular.com)Employment Agreement • February 25th, 2015 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments
On behalf of HTG Molecular Diagnostics, Inc. (the “Company”), I am pleased to offer you continued employment at the Company on the terms set forth in this letter agreement (this “Agreement”). Subject to your acceptance by signing below, this Agreement will become effective upon the date of the underwriting agreement between the Company and the underwriter(s) managing the initial public offering of the Company’s common stock, pursuant to which such common stock is priced for the initial public offering (the “Effective Date”). As of the Effective Date, this Agreement replaces and supersedes in its entirety the letter agreement between you and the Company dated March 30, 2011 (the “Prior Agreement”), as provided in Section 12 below.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 25th, 2020 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated and effective as of June 24, 2020 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and HTG MOLECULAR DIAGNOSTICS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 23rd, 2019 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of September 20, 2019 (the “Effective Date”) by and among HTG Molecular Diagnostics, Inc., a Delaware corporation (the “Company”), and each of those persons and entities, severally and not jointly, listed as a Purchaser on the Schedule of Purchasers attached as Schedule I hereto (each a “Purchaser” and together the “Purchasers”). Certain terms used and not otherwise defined in the text of this Agreement are defined in Section 11 hereof.
HTG Molecular Diagnostics, Inc. 2014 Equity Incentive Plan Option Agreement (Inducement Award)Option Agreement • May 9th, 2019 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments
Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Option Agreement, HTG Molecular Diagnostics, Inc. (the “Company”) has granted you an option under its 2014 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. The option is granted to you effective as of the date of grant set forth in the Grant Notice (the “Date of Grant”). If there is any conflict between the terms in this Option Agreement and the Plan, the terms of the Plan will control. Capitalized terms not explicitly defined in this Option Agreement or in the Grant Notice but defined in the Plan will have the same definitions as in the Plan.
CREDIT AND SECURITY AGREEMENT (REVOLVING LOAN) dated as of March 26, 2018 by and among HTG MOLECULAR DIAGNOSTICS, INC., and any additional borrower that hereafter becomes party hereto, each as Borrower, and collectively as Borrowers, and MIDCAP...Credit and Security Agreement (Revolving Loan) • May 10th, 2018 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • New York
This CREDIT AND SECURITY AGREEMENT (REVOLVING LOAN) (as the same may be amended, supplemented, restated or otherwise modified from time to time, the “Agreement”) is dated as of March 26, 2018, by and among HTG MOLECULAR DIAGNOSTICS, INC., a Delaware corporation (“HTG”) and any additional borrower that may hereafter be added to this Agreement (individually as a “Borrower”, and collectively with any entities that become party hereto as Borrower and each of their successors and permitted assigns, the “Borrowers”), MIDCAP FINANCIAL TRUST, a Delaware statutory trust, individually as a Lender, and as Agent, and the financial institutions or other entities from time to time parties hereto, each as a Lender.
STANDARD COMMERCIAL-INDUSTRIAL MULTI TENANT TRIPLE NET LEASE BASIC TERMS SHEETStandard Commercial-Industrial Multi-Tenant Triple Net Lease • December 30th, 2014 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • Arizona
This Basic Terms Sheet to that certain Standard Commercial-Industrial Multi-Tenant Triple Net Lease between the parties listed below is for the convenience of the parties in quickly referencing certain of the basic terms of the Lease. It is not intended to serve as a complete summary of the Lease. In the event of any inconsistency between this Basic Terms Sheet and the Lease, the applicable Lease provision shall prevail and control.
Via Email Only (blawson@htgmolecular.com)Employment Agreement • March 25th, 2020 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments
On behalf of HTG Molecular Diagnostics, Inc. (the “Company”), I am pleased to offer you continued employment at the Company on the terms set forth in this letter agreement (this “Agreement”). This Agreement will become effective upon the date of your acceptance of the Agreement by signing below (the “Effective Date”). As of the Effective Date, this Agreement replaces and supersedes in its entirety the letter agreement between you and the Company dated June 29, 2017 (the “Prior Agreement”).
ContractWarrant Agreement • May 10th, 2018 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • Delaware
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF SECTION 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW, OR SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION CAN BE MADE IN COMPLIANCE WITH RULE 144 OF THE ACT, OR IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
SPONSORED RESEARCH AGREEMENTSponsored Research Agreement • December 30th, 2014 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments
This Sponsored Research Agreement (“Agreement”), effective as of the 25 day of April, 2014 (the “Effective Date”) is made by and between The University of Texas M. D. Anderson Cancer Center, (“MD Anderson” or “MDACC”), a member institution of The University of Texas System (“System”), with a place of business at 1515 Holcombe Blvd., Houston, Texas, 77030, and HTG Molecular Diagnostics, Inc., a Delaware corporation with a place of business at 3430 E. Global Loop, Tucson, AZ 85706 (“Sponsor” or “HTG”). MD Anderson and Sponsor hereinafter may be referred to each as a “Party” and collectively as the “Parties.”
TERMINATION OF SECURITY AGREEMENT, RELEASE OF SECURITY INTEREST AND UNDERSTANDING REGARDING ASSET PURCHASE AGREEMENTTermination of Security Agreement, Release of Security Interest and Understanding Regarding Asset Purchase Agreement • December 30th, 2014 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • Arizona
This Termination of Security Agreement, Release of Security Interest and Understanding Regarding Asset Purchase Agreement (“Agreement”), is made and entered into as of the 22nd day of August, 2014 (“Effective Date”), by and between NUVOGEN RESEARCH LLC, an Arizona limited liability company (“NuvoGen”), formerly known as Neogen, LLC, Stephen Felder, and Richard Kris (collectively, “Seller”), and HTG MOLECULAR DIAGNOSTICS, a Delaware corporation, formerly known as High Throughput Genomics, Inc. (“HTG”). Seller or HTG, individually, is a “Party” and, collectively, they are the “Parties.”
HTG MOLECULAR DIAGNOSTICS, INC. WARRANT TO PURCHASE STOCKWarrant Agreement • February 25th, 2015 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • Delaware
This Warrant is being issued as one of a series of warrants (the “Warrants”) pursuant to the terms of that certain Note and Warrant Purchase Agreement, dated December 30, 2014, by and among the Company and the persons and entities listed on the Schedule of Investors thereto (the “Purchase Agreement”). The Holder and the Company shall be bound by all the terms, conditions and provisions of the Purchase Agreement. Without limiting the generality of the foregoing, this Warrant may be terminated prior to the end of the Exercise Period pursuant to Section 2.1 of the Purchase Agreement. Unless otherwise specified, all capitalized terms used but not defined in this Warrant shall have the meanings ascribed thereto in the form of Subordinated Convertible Promissory Note attached as Exhibit B to the Purchase Agreement (“Convertible Note”). As used in this Warrant, the “Note” means, collectively (if applicable), the one or more Convertible Note(s) issued to Holder pursuant to the Purchase Agreeme
PURCHASE AGREEMENTPurchase Agreement • October 21st, 2022 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments
THIS PURCHASE AGREEMENT (this “Agreement”) is made as of October 21, 2022, by and between the purchaser listed on Exhibit A attached hereto (the “Purchaser”) and HTG Molecular Diagnostics, Inc., a Delaware corporation (the “Company”).
ASSET PURCHASE AGREEMENT By and between NEOGEN, L.L.C. STEPHEN FELDER RICHARD KRIS and HIGH THROUGHPUT GENOMICS, INC. JANUARY 9, 2001Asset Purchase Agreement • December 30th, 2014 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • Arizona
Asset Purchase Agreement dated January 9, 2001 by and between NeoGen, L.L.C., an Arizona limited liability company (“NeoGen”), Stephen Felder and Richard Kris, the members of NeoGen (the “Members”), and High Throughput Genomics, Inc., a Delaware corporation (the “Purchaser”) and a wholly owned subsidiary of Systems Integration Drug Discovery Company, Inc. (“SIDDCO”).
ContractWarrant Agreement • June 25th, 2020 • HTG Molecular Diagnostics, Inc • Laboratory analytical instruments • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 6.3 AND 6.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
