Pediatric Prosthetics Inc Sample Contracts

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Exhibit 10.10 SECURITY AGREEMENT
Security Agreement • June 2nd, 2006 • Pediatric Prosthetics Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
Exhibit 10.11 INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • June 2nd, 2006 • Pediatric Prosthetics Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
Contract
Pediatric Prosthetics Inc • April 30th, 2007 • Orthopedic, prosthetic & surgical appliances & supplies • New York

THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGIS-TERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF MAY 30, 2006, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRA-TION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 11th, 2008 • Pediatric Prosthetics Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 2, 2008, by and among Pediatric Prosthetics, Inc., an Idaho corporation with its headquarters located at 12926 Willowchase Drive, Houston, TX 77070 (the “Company”), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the “Initial Investors”).

SECURITY AGREEMENT
Security Agreement • June 11th, 2008 • Pediatric Prosthetics Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York

SECURITY AGREEMENT (this “Agreement”), effective as of June 2, 2008, by and among Pediatric Prosthetics, Inc., an Idaho corporation (“Parent” and Pediatric Prosthetics, Inc., a Texas corporation (the "Subsidiary") (hereinafter the Parent and the Subsidiary shall collectively be referred to as the “Company”) and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).

INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • June 11th, 2008 • Pediatric Prosthetics Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York

INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement”), effective as of June 2, 2008, by and among Pediatric Prosthetics, Inc., an Idaho corporation (“Parent”) and Pediatric Prosthetics, Inc., a Texas corporation (the "Subsidiary") (hereinafter the Parent and then Subsidiary shall collectively be referred to as the “Company”) and the secured parties signatory hereto and their respective endorsees, transferees and assigns (the “Secured Party”).

AGREEMENT
Agreement • July 14th, 2006 • Pediatric Prosthetics Inc • Orthopedic, prosthetic & surgical appliances & supplies
Contract
Exercise Agreement • June 11th, 2008 • Pediatric Prosthetics Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York

THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGIS­TERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF JUNE 2, 2008, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRA­TION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.

RECITALS
Shareholders Voting Agreement • February 13th, 2006 • Pediatric Prosthetics Inc • Florida
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 11th, 2008 • Pediatric Prosthetics Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York

SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of June 2, 2008, by and among Pediatric Prosthetics, Inc., an Idaho corporation, with headquarters located at 12926 Willowchase Drive, Houston, TX 77070 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).

SUBSIDIARY GUARANTY
Subsidiary Guaranty • June 11th, 2008 • Pediatric Prosthetics Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York

THIS SUBSIDIARY GUARANTY (this “Subsidiary Guaranty”), effective as of June 2, 2008, among Pediatric Prosthetics, Inc., an Idaho corporation (the “Company”), Pediatric Prosthetics, Inc., a Texas corporation (individually a “Subsidiary Guarantor”), for the benefit of the secured parties signatory hereto and their respective endorsees, transferees and assigns (individually a “Secured Party” and collectively, (the “Secured Parties”).

THIRD WAIVER OF RIGHTS AGREEMENT
Third Waiver of Rights Agreement • June 11th, 2008 • Pediatric Prosthetics Inc • Orthopedic, prosthetic & surgical appliances & supplies • Texas

This Third Waiver of Rights Agreement (the “Agreement”) is made and entered into on June ___, 2008 (the “Effective Date”), by and between Pediatric Prosthetics, Inc., an Idaho corporation (“Pediatric”) and AJW Partners, Inc., AJW Partners, LLC, AJW Offshore, Ltd., AJW Qualified Partners, LLC and New Millennium Capital Partners, II, LLC (collectively the “Purchasers”), each individually a “Party” and collectively the “Parties.”

SECOND WAIVER OF RIGHTS AGREEMENT
Second Waiver of Rights Agreement • April 18th, 2007 • Pediatric Prosthetics Inc • Orthopedic, prosthetic & surgical appliances & supplies • Texas

This Second Waiver of Rights Agreement (the “Agreement”) is made and entered into on April 17, 2007, to be effective as of January 15, 2007 (the “Effective Date”), by and between Pediatric Prosthetics, Inc., an Idaho corporation (“Pediatric”) and AJW Partners, Inc., AJW Partners, LLC, AJW Offshore, Ltd., AJW Qualified Partners, LLC and New Millennium Capital Partners, II, LLC (collectively the “Purchasers”), each individually a “Party” and collectively the “Parties.”

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