COMMON STOCK PURCHASE WARRANT RESHAPE LIFESCIENCES INC.Common Stock Purchase Warrant • July 12th, 2018 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic 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 5:00 p.m. (New York City time) on (1) (the “Termination Date”) but not thereafter, to subscribe for and purchase from ReShape Lifesciences Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 28th, 2018 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 26, 2018, between ReShape Lifesciences 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 3rd, 2019 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic apparatus
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 28, 2019, between ReShape Lifesciences Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
PLACEMENT AGENT’S COMMON STOCK PURCHASE WARRANT RESHAPE LIFESCIENCES INC.Security Agreement • July 12th, 2018 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic 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 5:00 p.m. (New York City time) on July 10, 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from ReShape Lifesciences Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (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). This Warrant is being issued pursuant to that certain engagement letter, dated as of May 8, 2018, by and between the Company and H.C. Wainwright & Co., LLC.
EnteroMedics Inc. 32,000,000 Units (Consisting of (A)(I) One Share of Common Stock OR (II) One Series C Warrant to Purchase One Share of Common Stock; and (B) One Series A Warrant to Purchase One Share of Common Stock) Underwriting AgreementUnderwriting Agreement • July 7th, 2015 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
EnteroMedics Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 32,000,000 units (the “Units”), each Unit consisting of: (A)(I) one share (each, a “Share”) of common stock, $0.01 par value per share, of the Company (the “Common Stock”) or (II) one Series C warrant to purchase one share of Common Stock at an exercise price equal to $0.50 per share (each a “Series C Warrant”); and (B) one Series A warrant to purchase one share of Common Stock at an exercise price equal to $0.60 per share (each, a “Series A Warrant” and together with the Series C Warrants, the “Warrants”). The shares of Common Stock underlying the Warrants are referred to herein as the “Warrant Shares.” The Shares, Warrants and Warrant Shares are described in the Prospectus which is referred to below. The Units will not be issued or certificat
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 3rd, 2019 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 28, 2019, between ReShape Lifesciences 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”).
] Shares ENTEROMEDICS, INC. COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • October 26th, 2007 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
SECURED SUBORDINATED ORIGINAL ISSUE DISCOUNT CONVERTIBLE DEBENTURE DUE JUNE 28, 2019Convertible Security Agreement • April 3rd, 2019 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS SECURED SUBORDINATED ORIGINAL ISSUE DISCOUNT CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued Secured Subordinated Original Issue Discount Convertible Debentures of ReShape Lifesciences Inc., a Delaware corporation (the “Company”), having its principal place of business at 1001 Calle Amanecer, San Clemente, CA 92673, designated as its Secured Subordinated Original Issue Discount Convertible Debenture due June 28, 2019 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
PLACEMENT AGENT’S COMMON STOCK PURCHASE WARRANT RESHAPE LIFESCIENCES INC.Securities Agreement • August 2nd, 2018 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic 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 six (6) months anniversary of the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on August 2, 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from ReShape Lifesciences Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (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). This Warrant is being issued pursuant to that certain engagement letter, dated as of May 8, 2018, by and between the Company and H.C. Wainwright & Co., LLC.
ENTEROMEDICS INC. SALES AGREEMENTSales Agreement • June 13th, 2014 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
EnteroMedics Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
EnteroMedics Inc. and Wells Fargo Bank, National Association, as Warrant Agent Warrant Agency Agreement Dated as of August 16, 2017Warrant Agency Agreement • August 16th, 2017 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
WARRANT AGENCY AGREEMENT, dated as of August 16, 2017 (“Agreement”), between EnteroMedics Inc., a Delaware corporation (the “Company”), and Wells Fargo Bank, National Association, a national banking association, organized under the laws of the United States of America (the “Warrant Agent”).
SECURITY AGREEMENTSecurity Agreement • April 3rd, 2019 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic apparatus • New York
This SECURITY AGREEMENT, dated as of March 28, 2019 (this “Agreement”), is among ReShape Lifesciences 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 Secured Subordinated Original Issue Discount Convertible Debentures due three months following their issuance, in the original aggregate principal amount of $2,200,000 (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
ContractWarrant Agreement • May 10th, 2012 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • 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.
SERIES E COMMON STOCK PURCHASE WARRANT RESHAPE LIFESCIENCES INC.Security Agreement • September 30th, 2019 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic apparatus
THIS SERIES E 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 the five year anniversary of the Reverse Stock Split Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from ReShape Lifesciences 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).
8,800,000 Shares and Warrants to Purchase 1,760,000 Shares EnteroMedics Inc. PURCHASE AGREEMENTPurchase Agreement • September 23rd, 2011 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
The statements under the captions (the “Regulatory Sections”): “Risk Factors – Risks Associated with Development and Commercialization of Our Maestro System” and “Business – Government Regulations” incorporated by reference in the Registration Statement, the Statutory Prospectus and the Prospectus from the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2010, insofar as such statements purport to summarize applicable provisions of the FDA Laws and Regulations are accurate summaries in all material respects of the provisions purported to be summarized under the Regulatory Sections.
COMMON STOCK PURCHASE WARRANT RESHAPE LIFESCIENCES INC.Common Stock Purchase Agreement • August 2nd, 2018 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic 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 six (6) months anniversary of the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on (1) (the “Termination Date”) but not thereafter, to subscribe for and purchase from ReShape Lifesciences Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (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).
20,000 SHARES OF SERIES B CONVERTIBLE PREFERRED STOCK (CONVERTIBLE INTO 8,700,000 SHARES OF COMMON STOCK) AND 8,700,000 WARRANTS (EXERCISABLE FOR 8,700,000 SHARES OF COMMON STOCK) OF ENTEROMEDICS INC. UNDERWRITING AGREEMENTUnderwriting Agreement • August 16th, 2017 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
The undersigned, EnteroMedics Inc., a Delaware corporation (collectively with its subsidiaries, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries of EnteroMedics Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Ladenburg Thalmann & Co. Inc. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
EnteroMedics Inc. and Wells Fargo Bank, National Association, as Warrant Agent Warrant Agency Agreement Dated as of January 20, 2017Warrant Agency Agreement • January 24th, 2017 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
WARRANT AGENCY AGREEMENT, dated as of January 20, 2017 (“Agreement”), between EnteroMedics Inc., a Delaware corporation (the “Company”), and Wells Fargo Bank, National Association, a national banking association, organized under the laws of the United States of America (the “Warrant Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 15th, 2010 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 14, 2010, between EnteroMedics 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”).
ENTEROMEDICS INC. EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • July 31st, 2013 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
EnteroMedics Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Canaccord Genuity Inc. (“Canaccord”), as follows:
COMMON STOCK PURCHASE AGREEMENT DATED AS OF OCTOBER 4, 2012 BY AND BETWEEN ENTEROMEDICS INC. AND TERRAPIN OPPORTUNITY, L.P.Common Stock Purchase Agreement • October 4th, 2012 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
This COMMON STOCK PURCHASE AGREEMENT, made and entered into on this 4th day of October 2012 (this “Agreement”), by and between Terrapin Opportunity, L.P., a limited partnership organized under the laws of the British Virgin Islands (the “Investor”), and EnteroMedics Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in Annex A hereto.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 19th, 2019 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 13, 2019, between ReShape Lifesciences 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”).
LOAN AND SECURITY AGREEMENT Dated as of December 1, 2004 between ENTEROMEDICS INC., a Delaware corporation, as “Borrower”, and VENTURE LENDING & LEASING IV, INC., a Maryland corporation, as “Lender”Loan and Security Agreement • May 25th, 2007 • EnteroMedics Inc • California
The Borrower and Lender identified on the cover page of this document have entered or anticipate entering into one or more transactions pursuant to which Lender agrees to make available to Borrower a loan facility governed by the terms and conditions set forth in this document and one or more Supplements executed by Borrower and Lender which incorporate this document by reference. Each Supplement constitutes a supplement to and forms part of this document, and will be read and construed as one with this document, so that this document and the Supplement constitute a single agreement between the parties (collectively referred to as this “Agreement”).
EnteroMedics Inc. 40,229,886 Units (Consisting of (A)(I) One Share of Common Stock OR (II) One Series C Warrant to Purchase One Share of Common Stock; (B) One-Half of a Series A Warrant to Purchase One Share of Common Stock; and (C) One-Half of a...Underwriting Agreement • June 30th, 2015 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
EnteroMedics Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 40,229,886 units (the “Units”), each Unit consisting of: (A)(I) one share (each, a “Share”) of common stock, $0.01 par value per share, of the Company (the “Common Stock”) or (II) one Series C warrant to purchase one share of Common Stock at an exercise price equal to $0.87 per share (each a “Series C Warrant”); (B) one-half of a Series A warrant to purchase one share of Common Stock at an exercise price equal to $1.00 per share (each, a “Series A Warrant”); and (C) one-half of a Series B warrant to purchase one share of Common Stock at an exercise price equal to $1.09 per share (each, a “Series B Warrant” and together with the Series A Warrants and the Series B Warrants, the “Warrants”). The shares of Common Stock underlying the Warrants are r
RESHAPE LIFESCIENCES, INC. COMMON STOCK SALES AGREEMENTSales Agreement • October 3rd, 2018 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic apparatus • New York
SERIES F COMMON STOCK PURCHASE WARRANT RESHAPE LIFESCIENCES INC.Securities Agreement • September 30th, 2019 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic apparatus
THIS SERIES F 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 ReShape Lifesciences 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).
13,770,000 Shares and Warrants to Purchase 5,508,000 Shares EnteroMedics Inc. PURCHASE AGREEMENTPurchase Agreement • February 22nd, 2013 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
The statements under the captions (the “Regulatory Sections”): “Risk Factors – Risks Associated with Development and Commercialization of Our Maestro Rechargeable System” and “Business – Government Regulations” incorporated by reference in the Registration Statement, the Statutory Prospectus and the Prospectus from the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011, insofar as such statements purport to summarize applicable provisions of the FDA Laws and Regulations are accurate summaries in all material respects of the provisions purported to be summarized under the Regulatory Sections.
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 5th, 2015 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of , 2015, is by and among EnteroMedics Inc., a Delaware corporation with offices located at 2800 Patton Road, Saint Paul, Minnesota 55113 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 17th, 2012 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 16, 2012, between EnteroMedics Inc., a Delaware corporation (the “Company”), and Kevin Douglas through his family trusts identified on Schedule A hereto (the “Purchaser”).
ENTEROMEDICS INC. EMPLOYMENT AGREEMENTEmployment Agreement • May 23rd, 2017 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered on May 22, 2017 (the “Agreement Date”), between ENTEROMEDICS INC. (“Company”), a Delaware corporation with its principal place of business at 2800 Patton Road, St. Paul, Minnesota 55113; and Rajesh K. Nihalani (“Employee”), a California resident whose address is 55 Clifford, Irvine, California, 92618, for the purpose of setting forth the terms and conditions of Employee’s employment by Company.
ENTEROMEDICS INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 12th, 2015 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • Minnesota
This Employment Agreement (“Agreement”) is made and entered on November 17, 2014 (“Agreement Date”) between EnteroMedics Inc. (“Company”), a Delaware corporation with its principal place of business at 2800 Patton Road, St. Paul, Minnesota 55113, and Bradford Hancock (“Employee”), a Minnesota resident, whose address is 8680 Great Waters Alcove, Eden Prairie, MN 55347, for the purpose of setting forth the terms and conditions of Employee’s employment by the Company.
CONSULTING AGREEMENTConsulting Agreement • March 7th, 2011 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • Minnesota
This Consulting Agreement (this “Agreement”) is entered into as of October 1, 2010 (the “Effective Date”), by and between EnteroMedics Inc. (the “Company”), a Delaware corporation, whose principal place of business is 2800 Patton Road, St. Paul, MN 55113, and Augustus Advisors, Inc. (the “Consultant”), whose address is 405 Alan Road Santa Barbara, CA, 93109.
RESHAPE LIFESCIENCES EMPLOYMENT AGREEMENTEmployment Agreement • March 11th, 2021 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic apparatus • California
THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered on October 29, 2019 (the "Agreement Date"), between ReShape Lifesciences, ("Company"), a Delaware corporation with its principal place of business at I 00 I Calle Amanecer, San Clemente, CA 92673; and Thomas Stankovich ("Employee"), a California resident whose address is 29011 Modjeska Peak, Trabuco Canyon, CA 92679, for the purpose of setting forth the terms and conditions of Employee's employment by Company.
DISTRIBUTOR of products that compete with the Products covered hereby and that DISTRIBUTOR is not precluded by any contractual obligation or any other reason from entering into or performing under this Agreement. DISTRIBUTOR agrees that during the...International Distributorship Agreement • April 2nd, 2018 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic apparatus • California
VOTING AND SUPPORT AGREEMENT AMONG RESHAPE LIFESCIENCES INC. AND CERTAIN STOCKHOLDERS OF OBALON THERAPEUTICS, INC. DATED AS OF JANUARY 19, 2021Voting and Support Agreement • January 20th, 2021 • ReShape Lifesciences Inc. • Electromedical & electrotherapeutic apparatus • Delaware
VOTING AND SUPPORT AGREEMENT dated as of January 19, 2021 (this “Agreement”), among ReShape Lifesciences Inc., a Delaware corporation (“ReShape”), and each of the individuals and entities listed on the signature pages hereto (each, a “Stockholder” and, collectively, the “Stockholders”).
