FORM OF WARRANTPerformance Health Technologies Inc • July 3rd, 2007 • Electromedical & electrotherapeutic apparatus • Delaware
RECITALSSubscription Agreement • July 3rd, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • New York
SECOND AMENDMENT TO LEASE THIS SECOND AMENDMENT TO LEASE (the "Second Amendment") dated as of the 13th day of January, 2003, between BOI I, L.L.C., a New Jersey limited liability company ("Landlord"), having an office c/o Advance Realty Group, Inc.,...Lease • May 14th, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • New Jersey
PERFORMANCE HEALTH TECHNOLOGIES, INC. AMENDED AND RESTATED STOCK PURCHASE WARRANT For value received, Performance Health Technologies, Inc., a corporation of the State of Delaware (the "Company"), promises to deliver to ____________ ("Holder") a...Performance Health Technologies Inc • May 14th, 2007 • Electromedical & electrotherapeutic apparatus
For value received, Performance Health Technologies, Inc., a corporation of the State of Delaware (the "Company"), promises to deliver to ____________ ("Holder") a certificate for ____________ fully-paid and non-assessable shares of the Common Stock of the Company, as constituted at the time of purchase, upon presentation and surrender of this Warrant duly endorsed at any time on or before December 31, 2010 at the office or agency of the Company, upon payment of the purchase price of $.25 per share therefor; provided, any such exercise shall be for whole shares of Common Stock and no fractional shares shall be issued hereunder.
EXHIBIT 10.82 ------------- THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED OR...Performance Health Technologies Inc • July 3rd, 2007 • Electromedical & electrotherapeutic apparatus • Delaware
EXHIBIT 10.20 THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF OR IN PAYMENT OF INTEREST HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR...Performance Health Technologies Inc • May 14th, 2007 • Electromedical & electrotherapeutic apparatus • New York
RECITALSSubscription Agreement • July 3rd, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • New York
TERMINATION AGREEMENT ---------------------Termination Agreement • November 19th, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus
CONSULTING AGREEMENT (MARC R. SILVERMAN) This Consulting Agreement (this "Agreement") is entered into effective as of March 1, 2006 (the "Effective Date"), by and between Performance Health Technologies, Inc., a Delaware corporation ("Company"), and...Consulting Agreement • May 14th, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • Colorado
INTRODUCTIONRegistration Rights Agreement • July 3rd, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • New York
EMPLOYMENT AGREEMENT (Marc R. Silverman) This Employment Agreement (this "Agreement") is entered into effective as of the 1st day of January, 2005 (the "Effective Date"), by and between Performance Health Technologies, Inc., a Delaware corporation...Employment Agreement • February 12th, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • Colorado
EXHIBIT 10.33 This Employment Agreement (this "AGREEMENT") is entered into effective as of the 7th day of August, 2006 (the "EFFECTIVE DATE"), by and between Performance Health Technologies, Inc., a Delaware corporation ("COMPANY"), and Robert...Employment Agreement • May 14th, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • Delaware
RECITALS:Consulting Agreement • May 14th, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • Delaware
RecitalsAmendment Agreement • September 27th, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus
WARRANTPerformance Health Technologies Inc • November 19th, 2007 • Electromedical & electrotherapeutic apparatus • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED OR DISPOSED OF EXCEPT PURSUANT...Performance Health Technologies Inc • November 14th, 2006 • Delaware
EXHIBIT 10.19 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED OR DISPOSED OF...Performance Health Technologies Inc • May 14th, 2007 • Electromedical & electrotherapeutic apparatus • Delaware
EXHIBIT 10.99 ------------- SUBSCRIPTION AGREEMENT AND INVESTOR QUESTIONNAIRE This Subscription Agreement and Investor Questionnaire (the "Agreement") is made and entered into as of the date set forth below by and between the person or entity set...Subscription Agreement • September 27th, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • Delaware
EXHIBIT 10.29 STANDBY EQUITY DISTRIBUTION AGREEMENT THIS AGREEMENT dated as of the 23rd day of January, 2006 (the "AGREEMENT") between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "INVESTOR"), and PERFORMANCE HEALTH TECHNOLOGIES,...Equity Distribution Agreement • November 14th, 2006 • Performance Health Technologies Inc • New Jersey
LEASELease • February 12th, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • New Jersey
ASSIGNMENT AND ASSUMPTION OF LEASE THIS ASSIGNMENT AND ASSUMPTION OF LEASE (the "Agreement") is made as of the 31st day of August, 2006, by and among TECKER CONSULTANTS, LLC, a New Jersey limited liability company ("Assignor"); PERFORMANCE HEALTH...Assignment and Assumption of Lease • February 12th, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • New Jersey
WARRANTPerformance Health Technologies Inc • July 3rd, 2007 • Electromedical & electrotherapeutic apparatus • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED OR DISPOSED OF EXCEPT PURSUANT...Performance Health Technologies Inc • May 14th, 2007 • Electromedical & electrotherapeutic apparatus • Delaware
EXHIBIT 10.13 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED OR DISPOSED OF...Performance Health Technologies Inc • May 14th, 2007 • Electromedical & electrotherapeutic apparatus • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED OR DISPOSED OF EXCEPT PURSUANT...Performance Health Technologies Inc • May 14th, 2007 • Electromedical & electrotherapeutic apparatus • New York
RECITALSDebt Exchange Agreement • July 3rd, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • Delaware
ARTICLE II ---------- SECURITY AGREEMENTSecurity Agreement • July 3rd, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • New Jersey
RECITALSSales and Marketing Agreement • May 14th, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • New Jersey
EXHIBIT 10.28 PERFORMANCE HEALTH TECHNOLOGIES, INC. 1999 STOCK INCENTIVE PLAN STOCK OPTION AGREEMENT 1. A Stock Option to acquire ____________ shares (hereinafter referred to as "Shares") of Common Stock of Performance Health Technologies, Inc....Performance Health Technologies Inc • November 14th, 2006
Robert Prunetti, President & CEO Performance Health Technologies, Inc. Trenton, NJ 08611 January 24, 2008Performance Health Technologies Inc • April 15th, 2008 • Electromedical & electrotherapeutic apparatus • Florida
PERFORMANCE HEALTH TECHNOLOGIES, INC.., a Delaware corporation (the “Seller”), proposes to offer and sell (the “Offering”), to selected investors, upon the terms set forth herein and in the Subscription Agreement and the Confidential Private Placement Memorandum (which collectively, together with the attachments and exhibits thereto, is referred to as the “Offering Document”), a copy of which has been delivered to you, up to $2,500,000 worth of units (the “Units”), each unit is $1,000 and with terms described in Exhibit A. Dawson James Securities, Inc. (the “Selling Agent”) agrees to offer and sell the Offered Securities on a non-exclusive “best efforts” basis during the offering period described in the Offering Document (the “Offering Period”). Capitalized terms used and not otherwise defined herein shall have the respective meanings set forth in the Offering Document. It is intended that the offer, offer for sale and sale of the Offered Securities will be made only to “accredited inv
PERFORMANCE HEALTH TECHNOLOGIES, INC. The undersigned hereby agrees that for a period commencing on January 19, 2006 and expiring on the later of the termination of the Standby Equity Distribution Agreement dated January 19, 2006 between the Company...Performance Health Technologies Inc • February 12th, 2007 • Electromedical & electrotherapeutic apparatus
The undersigned hereby agrees that for a period commencing on January 19, 2006 and expiring on the later of the termination of the Standby Equity Distribution Agreement dated January 19, 2006 between the Company and the Cornell Capital Partners, LP (the "Investor") (the "Lock-up Period"), he, she or it will not, directly or indirectly, without the prior written consent of the Investor, issue, offer, agree or offer to sell, sell, grant an option for the purchase or sale of, transfer, pledge, assign, hypothecate, distribute or otherwise encumber or dispose of any securities of the Company, including common stock or options, rights, warrants or other securities underlying, convertible into, exchangeable or exercisable for or evidencing any right to purchase or subscribe for any common stock (whether or not beneficially owned by the undersigned), or any beneficial interest therein (collectively, the "Securities") except in accordance with the volume limitations set forth in Rule 144(e) of
EXHIBIT 10.54 SOFTWARE LICENSE AGREEMENT THIS AGREEMENT is made and effective as of the 1st day of February, 2007 (the "Effective Date"), by and between Performance Health Technologies, Inc., a Delaware corporation with offices at 427 River View...Software License Agreement • May 14th, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus • California
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED OR DISPOSED OF EXCEPT PURSUANT...Performance Health Technologies Inc • August 19th, 2008 • Electromedical & electrotherapeutic apparatus • Delaware
THIS IS TO CERTIFY THAT, for value received, DAWSON JAMES SECURITIES, INC., or its registered assigns (hereinafter referred to as the (“Holder”), is entitled to subscribe and purchase from PERFORMANCE HEALTH TECHNOLOGIES, INC., a Delaware corporation (the “Company”), commencing on the date hereof, 100,000 shares of Common Stock, $.01 par value, of the Company (the “Shares”), at the place where the Warrant Agency (as hereinafter defined) is located, at the Exercise Price (as hereinafter defined), all subject to adjustment and upon the terms and conditions as hereinafter provided, and is entitled also to exercise the other appurtenant rights, powers and privileges hereinafter described; provided, however, that in no event shall the Holder be entitled to exercise this Warrant for a number of Shares in excess of that number of Shares which, upon giving effect to such exercise, would cause the aggregate number of shares of Company Common Stock beneficially owned by the Holder and its affili
EXHIBIT 10.58 NON-EXCLUSIVE DISTRIBUTION AGREEMENT BETWEEN STAYHEALTHY, INC. AND PERFORMANCE HEALTH TECHNOLOGIES This Distribution Agreement is made this 20th day of April, 2007, between Performance Health Technologies ("Manufacturer") and...Non-Exclusive Distribution Agreement • May 14th, 2007 • Performance Health Technologies Inc • Electromedical & electrotherapeutic apparatus
EXHIBIT 10.31 PERFORMANCE HEALTH TECHNOLOGIES, INC. PLACEMENT AGENT AGREEMENTAgent Agreement • November 14th, 2006 • Performance Health Technologies Inc • Florida
