COMMON STOCK PURCHASE WARRANT reshape lifesciences inc.Common Stock Purchase Warrant • September 12th, 2023 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • New York
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 _______, 20281 (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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Holder’s ri
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 12th, 2023 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of [___], 2023, 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”).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT RESHAPE LIFESCIENCES INC.Pre-Funded Common Stock Purchase Warrant • September 12th, 2023 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • 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”) 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Holder’s right to elect to r
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 7th, 2020 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • Illinois
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of February 5, 2020, by and between OBALON THERAPEUTICS, INC., a Delaware corporation (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). 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").
ReShape Lifesciences Inc. and American Stock Transfer & Trust Company, LLC, as Warrant Agent Warrant Agency Agreement Dated as of _____, 2023 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • January 27th, 2023 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • Delaware
WARRANT AGENCY AGREEMENT, dated as of _____, 2022 (“Agreement”), between ReShape Lifesciences Inc., a corporation organized under the laws of Delaware (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (“AST” or the “Warrant Agent”).
PURCHASE AGREEMENTPurchase Agreement • February 7th, 2020 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • Illinois
PURCHASE AGREEMENT (the “Agreement”), dated as of February 5, 2020, by and between OBALON THERAPEUTICS, INC., a Delaware corporation, (the “Company”), LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
OBALON THERAPEUTICS, INC. [ ● ] Shares Common Stock ($0.001 par value per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • September 26th, 2016 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • New York
INDEMNITY AGREEMENTIndemnity Agreement • September 26th, 2016 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • Delaware
This Indemnity Agreement, dated as of , 2016 is made by and between Obalon Therapeutics, Inc., a Delaware corporation (the “Company”), and , a director, officer or key employee of the Company or one of the Company’s subsidiaries or other service provider who satisfies the definition of Indemnifiable Person set forth below (“Indemnitee”).
UNDERWRITING AGREEMENTUnderwriting Agreement • February 10th, 2023 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • New York
The undersigned, ReShape Lifesciences Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of ReShape Lifesciences 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 Maxim Group LLC 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.
OBALON THERAPEUTICS, INC. INDENTURE Dated as of ___________, 20___Indenture • November 1st, 2017 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • New York
Indenture dated as of __________, 20__ between Obalon Therapeutics, Inc., a company incorporated under the laws of Delaware (“Company”), and Wilmington Trust, National Association, as trustee (“Trustee”).
COMMON STOCK PURCHASE WARRANT reshape lifesciences inc.Common Stock Purchase Warrant • September 27th, 2023 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • New York
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 _______, 20281 (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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Holder’s ri
COMMON STOCK PURCHASE WARRANT rEsHAPE lIFESCIENCES iNC.Security Agreement • July 2nd, 2021 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • New York
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 until the fifth anniversary of the Initial Exercise 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).
COMMON STOCK PURCHASE WARRANT reshape lifesciences inc.Common Stock Agreement • April 26th, 2023 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus
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 April 24, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on October 24, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from ReShape Lifesciences Inc., a Delaware corporation (the “Company”), up to 800,695 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).
OBALON THERAPEUTICS, INC. EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • December 27th, 2018 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • New York
COMMON STOCK PURCHASE WARRANT RESHAPE LIFESCIENCES INC.Common Stock Purchase Warrant • November 29th, 2023 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • New York
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 May 22, 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on May 22, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from ReShape Lifesciences Inc., a Delaware corporation (the “Company”), up to 10,765,000 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).
REPRESENTATIVE’S PURCHASE WARRANT reshape lifesciences INC.Representative’s Purchase Warrant • January 27th, 2023 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • New York
This REPRESENTATIVE’S 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 referred to above as the Initial Exercise Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ____, 20283 (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).
ENTEROMEDICS INC. EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2021 • Obalon Therapeutics Inc • Surgical & medical instruments & 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.
RETENTION AGREEMENTRetention Agreement • May 10th, 2018 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • California
This Retention Agreement (the “Agreement”) is entered into by and between [_____________] (the “Executive”) and Obalon Therapeutics, Inc., a Delaware corporation (the “Company”), on [__________], and is effective on the date on which the Executive commences employment with the Company (the “Effective Date”).
security agreementSecurity Agreement • October 17th, 2024 • ReShape Lifesciences Inc. • Pharmaceutical preparations • Delaware
This Security Agreement (this “Agreement”), dated as of October 16, 2024, is entered into by and among ReShape Lifesciences Inc. (the “Company”) and each of the other entities listed on the signature pages hereof or that becomes a party hereto pursuant to Section 7.5 (together with the Company, the “Grantors”) in favor of __________________, a Delaware limited liability company, for itself and as collateral agent (in such capacity and together with any successor and any replacement named in accordance with the Purchase Agreement, the “Collateral Agent”) for the Purchaser Parties, including the holders (the “Holders” or the “Purchasers”) of the Notes issued and sold by the Company pursuant to the Securities Purchase Agreement, dated as of October 16, 2024, by and among the Company, the Collateral Agent and the Holders (the “Purchase Agreement”).
RESHAPE LIFESCIENCES EMPLOYMENT AGREEMENTEmployment Agreement • April 1st, 2024 • ReShape Lifesciences Inc. • Surgical & medical instruments & 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.
VOTING AND SUPPORT AGREEMENT AMONG RESHAPE LIFESCIENCES INC. AND CERTAIN STOCKHOLDERS OF VYOME THERAPEUTICS, INC. DATED AS OFVoting and Support Agreement • July 9th, 2024 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • Delaware
ContractWarrant Agreement • September 9th, 2016 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • North Carolina
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH APPLICABLE LAW.
CREDIT AGREEMENTCredit Agreement • March 30th, 2021 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • New York
ARTICLE 1 DEFINITIONS 2 1.01 Definitions 2 1.02 Other Definitional Provisions 13 ARTICLE 2 THE MERGER 13 2.01 The Merger 13 2.02 Closing 13 2.03 Effective Time 14 2.04 Effects of the Merger 14 2.05 Certificate of Incorporation and Bylaws 14 2.06...Merger Agreement • October 1st, 2024 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated July 8, 2024, by and among ReShape Lifesciences Inc., a Delaware corporation (“ReShape”), Raider Lifesciences Inc., a Delaware corporation and wholly-owned subsidiary of ReShape (“Merger Sub”), and Vyome Therapeutics, Inc., a Delaware corporation (“Vyome”). Capitalized terms used and not otherwise defined herein have the meanings set forth in ARTICLE 1 below.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • September 12th, 2023 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • New York
FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • September 9th, 2016 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • California
THIS FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is entered into as of April 29, 2016 by Obalon Therapeutics, Inc., a Delaware corporation (the “Company”), the persons and entities listed on Exhibit A attached hereto (the “Investors”) and the persons and entities listed on Exhibit B attached hereto (the “Stockholders”).
GUARANTEE AND COLLATERAL AGREEMENT dated as of March 25, 2020 among RESHAPE LIFESCIENCES INC. and RESHAPE MEDICAL LLC as Grantors, and ARMISTICE CAPITAL MASTER FUND LTD., as Lender GUARANTEE AND COLLATERAL AGREEMENTGuarantee and Collateral Agreement • March 30th, 2021 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • New York
Guarantee and Collateral Agreement, dated as of March 25, 2020 (this “Agreement”), made by each signatory hereto (together with any other Person that becomes a party hereto as provided herein, (“Grantors”), in favor of Armistice Capital Master Fund Ltd., a Cayman Islands exempted company (“Lender”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 8th, 2022 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • California
This Employment Agreement (the “Agreement”) is made and entered as of August 26, 2019 (the “Agreement Date”), between ReShape Lifesciences Inc. (“Company”), a Delaware corporation with its principal place of business at 1001 Calle Amanecer, San Clemente, CA 92673; and Barton P. Bandy (“Employee”), a California resident whose address is 23 Calle Pacifica, San Clemente, CA 92673, for the purpose of setting forth the terms and conditions of Employee’s employment by Company.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 17th, 2024 • ReShape Lifesciences Inc. • Pharmaceutical preparations • Delaware
This Registration Rights Agreement (this “Agreement”), dated as of October 16, 2024, is entered into by and among ReShape Lifesciences Inc., a Delaware corporation (together with its successors and, if permitted, assigns, the “Company”), and the holders identified on the signature pages hereto (each, together with its successors and, if permitted, assigns, a “Holder”).
ASSET PURCHASE AGREEMENT by and between RESHAPE LIFESCIENCES INC. and NINJOUR HEALTH INTERNATIONAL LIMITED Dated as of July 8, 2024Asset Purchase Agreement • July 9th, 2024 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • Delaware
THIS ASSET PURCHASE AGREEMENT is entered into as of July 8, 2024, by and between ReShape Lifesciences Inc., a Delaware corporation (the “ReShape”), and Ninjour Health International Limited, a private limited company incorporated under the laws of United Kingdom (“Buyer”). Certain capitalized terms used in this Agreement are defined in Exhibit A. ReShape and Buyer are referred to in this Agreement collectively as the “Parties,” and individually as a “Party.”
DISTRIBUTION AGREEMENTDistribution Agreement • September 26th, 2016 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • California
THIS DISTRIBUTION AGREEMENT (this “Agreement”) dated as of June 26, 2013 (the “Effective Date”), is entered into between OBALON THERAPEUTICS, INC., a Delaware corporation, with offices at 55421 Avenida Encinas, Suite F, Carlsbad, CA, 92008 (“Obalon”), and BADER SULTAN & BROS CO W.L.L., with an address at PO Box 867, 13009 Kuwait (“Distributor”). The parties hereby agree as follows:
TRANSITION AND CONSULTING AGREEMENTTransition and Consulting Agreement • June 19th, 2020 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • California
THIS TRANSITION AND CONSULTING AGREEMENT (the “Agreement”) is made and entered into as of June 11, 2020 (the “Effective Date”) by and between Obalon Therapeutics, Inc. (the “Company”) and Amy Vandenberg (“Consultant”).
AGREEMENT TO AMEND SERIES C CONVERTIBLE PREFERRED STOCKAgreement to Amend Series C Convertible Preferred Stock • July 9th, 2024 • ReShape Lifesciences Inc. • Surgical & medical instruments & apparatus • Delaware
THIS AGREEMENT TO AMEND SERIES C CONVERTIBLE PREFERRED STOCK (this “Agreement”), dated as of July 8, 2024, is by and among ReShape Lifesciences Inc., a Delaware corporation (formerly known as Obalon Therapeutics, Inc.) (the “Company”), and the undersigned holders of Series C Convertible Preferred Stock of the Company (collectively, the “Parties”).
AGREEMENT AND PLAN OF MERGER by and among OBALON THERAPEUTICS, INC., OPTIMUS MERGER SUB, INC., and RESHAPE LIFESCIENCES INC. Dated January 19, 2021Merger Agreement • January 20th, 2021 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated January 19, 2021, by and among Obalon Therapeutics, Inc., a Delaware corporation (“Obalon”), Optimus Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Obalon (“Merger Sub”), and ReShape Lifesciences Inc., a Delaware corporation (“ReShape”). Capitalized terms used and not otherwise defined herein have the meanings set forth in ARTICLE 1 below.
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 30th, 2021 • Obalon Therapeutics Inc • Surgical & medical instruments & apparatus
This Second Amendment (this “Second Amendment”), dated as of September 14, 2020, is entered into by and among ReShape Lifesciences Inc., a Delaware corporation (the “Borrower”), and Armistice Capital Master Fund Ltd. (the “Lender”).
