ISpecimen Inc. Sample Contracts
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 18th, 2024 • iSpecimen Inc. • Services-commercial physical & biological research • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of _, 2024, between iSpecimen 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”).
Standard Contracts
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 29th, 2021 • iSpecimen Inc. • Services-commercial physical & biological research • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 28, 2021, by and between iSpecimen Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
UNDERWRITING AGREEMENT between iSPECIMEN INC. and THINKEQUITY A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC. as Representative of the Several Underwriters iSPECIMEN INC.Underwriting Agreement • June 22nd, 2021 • iSpecimen Inc. • Services-commercial physical & biological research • New York
The undersigned, iSpecimen Inc., a corporation formed under the laws of the State of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity, a division of Fordham Financial Management, Inc., (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
COMMON STOCK PURCHASE WARRANT iSPECIMEN INC.Security Agreement • November 29th, 2021 • iSpecimen Inc. • Services-commercial physical & biological research
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 June 1, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from iSpecimen Inc., a Delaware corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 31st, 2024 • iSpecimen Inc. • Services-commercial physical & biological research • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 29, 2024, between iSpecimen 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”).
ISPECIMEN INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research • Delaware
This Indemnification Agreement (this “Agreement”) is made and entered into on <date>, by and between iSpecimen Inc., a Delaware corporation (the “Company”), and <name> (“Indemnitee”).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT ISPECIMEN INC.Pre-Funded Common Stock Purchase Warrant • October 31st, 2024 • iSpecimen Inc. • Services-commercial physical & biological research • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (“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 iSpecimen 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).
AT THE MARKET OFFERING AGREEMENT March 5, 2024At the Market Offering Agreement • March 5th, 2024 • iSpecimen Inc. • Services-commercial physical & biological research • New York
iSpecimen Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with Rodman & Renshaw LLC (the “Manager”) as follows:
iSPECIMEN INC., as ISSUER and [ ], as INDENTURE TRUSTEE INDENTURE Dated as of [ ]Indenture • July 1st, 2022 • iSpecimen Inc. • Services-commercial physical & biological research • New York
CONSULTING AGREEMENTConsulting Agreement • October 31st, 2024 • iSpecimen Inc. • Services-commercial physical & biological research • New Jersey
IR Agency LLC (the “Consultant” or “IR Agency”) is pleased to provide certain consulting services to iSpecimen Inc. (“you,” the “Client” or the “Company”) as more fully described in this agreement (the “Agreement”). This Agreement sets forth the terms and conditions pursuant to which the Company engages the Consultant to provide such services.
PLACEMENT AGENCY AGREEMENT November 28, 2021Placement Agency Agreement • November 29th, 2021 • iSpecimen Inc. • Services-commercial physical & biological research • New York
WestPark Capital, Inc.Placement Agent Agreement • October 31st, 2024 • iSpecimen Inc. • Services-commercial physical & biological research • New York
Subject to the terms and conditions of this letter agreement (the “Agreement”), between WestPark Capital, Inc., as lead placement agent (“Placement Agent”), and iSpecimen Inc., a company organized under the laws of the state of Nevada (the “Company”), the parties hereby agree the Placement Agent shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of (i) shares (the “Shares”) of common stock of the Company, par value, $0.0001 per share (the “Common Stock”) and (ii) pre-funded warrants to purchase Common Stock (the “Pre-Funded Warrants”). The Shares and Pre-Funded Warrants actually sold by the Placement Agent are referred to herein as the “Securities.” The Securities and shares of Common Stock issuable upon the exercise of the Pre-Funded Warrants have been registered and shall be offered and sold pursuant to the Company’s registration statement on Form S-1 (File No. 333-282736) (the “Registr
iSpecimen Inc. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 2nd, 2021 • iSpecimen Inc. • Services-commercial physical & biological research • Massachusetts
Executive Employment Agreement (the “Agreement”) made as of this ____ day of ____, 2021 ______________, between Tracy Wilson Curley (the “Executive”), and iSpecimen Inc., a Delaware corporation located at 450 Bedford St, Lexington, MA 02420 (the “Company”).
iSpecimen, Inc. FIRST RESTATED NONCOMPETITION, NONSOLICITATION, NONDISCLOSURE AND INVENTIONS AGREEMENTNoncompetition, Nonsolicitation, Nondisclosure and Inventions Agreement • October 28th, 2022 • iSpecimen Inc. • Services-commercial physical & biological research • Massachusetts
The undersigned, TRACY WILSON CURLEY, in consideration for and as a condition of employment as a senior executive officer (the “Executive”) of iSpecimen, Inc. (the “Company”), or for receiving stock or options, or any other form of compensation, salary, bonus, benefit or fringe benefits from or in the Company, and in connection with executing an Employment Agreement with the Company, hereby agrees with the Company as follows:
October 24, 2022 Jill Mullan Re: Separation Agreement Dear Jill,Separation Agreement • October 28th, 2022 • iSpecimen Inc. • Services-commercial physical & biological research • Massachusetts
This letter sets forth the substance of the separation agreement (the “Agreement”) which ISPECIMEN INC. (the “Company”) is offering to you to aid in your employment transition.
iSpecimen, Inc. FIRST AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 28th, 2022 • iSpecimen Inc. • Services-commercial physical & biological research • Massachusetts
This Amended and Restated Executive Employment Agreement (the “Agreement”) made as of this 24th day of October, 2022, between Benjamin Bielak (the “Executive”), and iSpecimen, Inc., a Delaware corporation located at 450 Bedford St, Lexington, MA 02420 (the “Company”).
iSpecimen, Inc. Capital Commitment AgreementCapital Commitment Agreement • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research • Delaware
Capital Commitment Agreement (the “Agreement”) made as of this September 1, 2012, by and between iSpecimen Inc., a Delaware corporation located at 275 Grove Street, Suite 2-400, Newton, Massachusetts 02466 (the “Company”), and Andrew L. Ross, an individual residing at 75 Myles Standish Road, Weston, MA 02493 and an investor in the Company (the “Investor”).
iSpecimen Inc. SERIES B PREFERRED STOCK PURCHASE AGREEMENTSeries B Preferred Stock Purchase Agreement • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research • Delaware
This Series B Preferred Stock Purchase Agreement (this “Agreement”) is made as of August 22, 2014, by and among iSpecimen Inc., a Delaware corporation (the “Company”), and the investors listed on Exhibit A attached to this Agreement, as such Exhibit A may be supplemented from time to time to add New Investors (each an “Investor” and collectively, the “Investors”).
Fourth Amendment to Note Subscription Agreements and Secured Promissory NotesNote Subscription Agreements and Secured Promissory Notes • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research
This Fourth Amendment to the Note Subscription Agreements and Secured Promissory Notes (this “Amendment”) is made and entered into and effective as of October 1, 2020 (the “Effective Amendment Date”), by and among iSpecimen Inc., a Delaware corporation (the “Company”), and those investors who are holders (the “Note Investors”) of the Company’s Secured Promissory Notes in the aggregate principal amount of $6,500,000 (as described below).
FOURTH OMNIBUS Amendment to UNSECURED CONVERTIBLE PROMISSORY NOTES and CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTUnsecured Convertible Promissory Notes and Convertible Note Subscription Agreement • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research • Delaware
This Fourth Omnibus Amendment to Unsecured Convertible Promissory Notes and Convertible Note Subscription Agreement (this “Amendment”) is entered into this 29th day of September 2020, between iSpecimen Inc., a Delaware corporation (the “Company”), and Andrew L. Ross, Anna-Maria and Stephen Kellen Foundation, Inc., and OBF Investments, LLC (collectively, the “Lenders”).
ContractLease Agreement • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research • Massachusetts
BEDFORD STREET LLC 450 Bedford Street Lexington, Massachusetts 02024 Lease To iSPECIMEN, INC. THE SUBMISSION OF THIS LEASE FOR EXAMINATION, REVIEW, NEGOTIATION AND/OR SIGNATURE SHALL NOT CONSTITUTE AN OFFER OR AN OPTION TO LEASE OR A RESERVATION OF THE PREMISES AND IS SUBJECT TO WITHDRAWAL OR MODIFICATION AT ANY TIME BY EITHER PARTY. THIS LEASE SHALL BECOME EFFECTIVE AND BINDING ONLY IF AND WHEN IT SHALL BE EXECUTED AND DELIVERED BY BOTH LANDLORD AND TENANT.
iSpecimen Inc. Third Amendment to Note Subscription Agreements and Secured Promissory Notes Approved by the Board of Directors on June 2, 2020Note Subscription Agreements and Secured Promissory Notes • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research
This Third Amendment to the Note Subscription Agreements and Secured Promissory Notes (this “Amendment”) is made and entered into and effective as of June 15, 2020, by and among iSpecimen Inc., a Delaware corporation (the “Company”), and those investors who are holders (the “Note Investors”) of the Company’s Secured Promissory Notes in the aggregate principal amount of $6,250,000 (as described below).
iSpecimen Inc. first amendment to executive employment agreementExecutive Employment Agreement • June 21st, 2022 • iSpecimen Inc. • Services-commercial physical & biological research
This First Amendment to Executive Employment Agreement (this “Amendment”) is made and entered into and effective as of June 20, 2022 (the “Effective Date”), by and between iSpecimen Inc., a Delaware corporation located at 450 Bedford St, Lexington, MA 02420 (the “Company”), and Benjamin Bielak (the “Executive”).
iSpecimen Inc. INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research • Delaware
This Investors’ Rights Agreement (this “Agreement”) is made and entered into and effective as of August 22, 2014, by and among iSpecimen Inc., a Delaware corporation (the “Company”), the parties listed on Exhibit A attached hereto (the “Investors”) and the parties listed on Exhibit B attached hereto (the “Key Holders”). The Investors and the Key Holders are referred to collectively as the “Stockholders.”
SECOND OMNIBUS Amendment to UNSECURED CONVERTIBLE PROMISSORY NOTES and CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTUnsecured Convertible Promissory Notes and Convertible Note Subscription Agreement • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research • Delaware
This Second Omnibus Amendment to Unsecured Convertible Promissory Notes and Convertible Note Subscription Agreement (this “Amendment”) is entered into this 1st day of May 2019, between iSpecimen Inc., a Delaware corporation (the “Company”), and Andrew L. Ross, Anna-Maria and Stephen Kellen Foundation, Inc., and OBF Investments, LLC (collectively, the “Lenders”).
OMNIBUS Amendment to UNSECURED CONVERTIBLE PROMISSORY NOTES and CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTUnsecured Convertible Promissory Notes and Convertible Note Subscription Agreement • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research • Delaware
This Omnibus Amendment to Unsecured Convertible Promissory Notes and Convertible Note Subscription Agreement (this “Amendment”) is entered into this 3rd day of August, 2018, between iSpecimen Inc., a Delaware corporation (the “Company”), and Andrew L. Ross, Anna-Maria and Stephen Kellen Foundation, Inc., and OBF Investments, LLC (collectively, the “Lenders”).
iSpecimen Inc. first amendment to executive employment agreementExecutive Employment Agreement • June 21st, 2022 • iSpecimen Inc. • Services-commercial physical & biological research
This First Amendment to Executive Employment Agreement (this “Amendment”) is made and entered into and effective as of June 20, 2022 (the “Effective Date”), by and between iSpecimen Inc., a Delaware corporation located at 450 Bedford St, Lexington, MA 02420 (the “Company”), and Christopher Ianelli, MD, PhD (the “Executive”).
iSpecimen Inc. NOTE SUBSCRIPTION AGREEMENTNote Subscription Agreement • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research • Massachusetts
The undersigned investor (the “Investor”) acknowledges that it has received and reviewed certain information relating to a loan to iSpecimen Inc. (the “Company”), including the term sheet, investor presentation materials, and other information provided in writing to the undersigned Investor (the “Offering Materials”).
ContractWarrant Agreement • August 16th, 2021 • iSpecimen Inc. • Services-commercial physical & biological research • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR PURSUANT TO RULE 144 OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.
INDEPENDENT CONTRACTOR AGREEMENTIndependent Contractor Agreement • December 12th, 2024 • iSpecimen Inc. • Services-commercial physical & biological research • Delaware
This Independent Contractor Agreement (the “Agreement”) is made and entered into as of this December 9, 2024, by and between iSpecimen Inc., a Delaware corporation, and Robert Bradley Lim (the “Contractor”) through his personal corporation, 1513932 B.C. Ltd., a company incorporated under the laws of the Province of British Columbia, Canada.
first AMENDMENT TO first amended and restated executive employment agreementExecutive Employment Agreement • March 31st, 2023 • iSpecimen Inc. • Services-commercial physical & biological research
This is a contractual amendment to the First Amended and Restated Executive Employment Agreement between iSpecimen, Inc. (the “Company”) and TRACY WILSON CURLEY (the “Executive”), executed on October 24th, 2022 (the “Agreement”).
Factoring AgreementFactoring Agreement • April 27th, 2021 • iSpecimen Inc. • Services-commercial physical & biological research • Florida
This Factoring Agreement made as of the 1st day of January, 2021 by and between Versant Funding LLC, a Delaware Limited Liability Company, having an office at 2500 North Military Trail, Suite 465, Boca Raton, Florida 33431 (“Versant”) and iSpecimen Inc., a Delaware corporation, having a place of business at 450 Bedford Street, Lexington, Massachusetts 02420 (“Seller”).
Fifth Amendment to Note Subscription Agreements & Secured Promissory NotesNote Subscription Agreements & Secured Promissory Notes • April 2nd, 2021 • iSpecimen Inc. • Services-commercial physical & biological research
This Fifth Amendment to the Note Subscription Agreements and Secured Promissory Notes (this “Amendment”) is made and entered into and effective as of March 15, 2021 (the “Effective Amendment Date”), by and among iSpecimen Inc., a Delaware corporation (the “Company”), and those investors who are holders (the “Note Investors”) of the Company’s Secured Promissory Notes in the aggregate principal amount of $6,500,000 (as described below).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • September 25th, 2024 • iSpecimen Inc. • Services-commercial physical & biological research • New York
This Note Purchase Agreement (this “Agreement”) is dated as of September 18, 2024 between iSpecimen Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature page (including its successors and assigns, the “Investor”.
ContractLease Termination Notice • July 3rd, 2024 • iSpecimen Inc. • Services-commercial physical & biological research
