COMMON STOCK PURCHASE WARRANT ENERGOUS CORPORATIONCommon Stock Purchase Warrant • February 20th, 2024 • Energous Corp • Radio & tv broadcasting & communications equipment • 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 February 20, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Energous Corporation, a Delaware corporation (the “Company”), up to [___] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock (as defined below). 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 • February 20th, 2024 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 15, 2024, between Energous Corporation, 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”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • January 24th, 2014 • Energous Corp • Radio & tv broadcasting & communications equipment • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of __________ between Energous Corporation, a Delaware corporation (the “Company”), and ________________ (“Indemnitee”).
EXHIBIT ACommon Stock Purchase Warrant • May 10th, 2019 • Energous Corp • Radio & tv broadcasting & communications equipment
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 March 1, 2024 (the "Termination Date") but not thereafter, to subscribe for and purchase from Energous Corporation, 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 June 21, 2024At the Market Offering Agreement • June 21st, 2024 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
Energous Corporation, a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:
8,250,000 SHARES OF COMMON STOCK 8,250,000 WARRANTS (EXERCISABLE FOR 8,250,000 WARRANT SHARES) ENERGOUS CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • March 27th, 2023 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
The undersigned, Energous Corporation, 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 defined below) as being subsidiaries or affiliates of Energous Corporation, 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 Roth Capital Partners, LLC is acting as representative (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.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • February 27th, 2019 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
ENERGOUS CORPORATION Common Stock (par value $0.00001 per share) At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • October 11th, 2019 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
INDEMNITY AGREEMENTIndemnity Agreement • August 11th, 2021 • Energous Corp • Radio & tv broadcasting & communications equipment • Delaware
This Indemnity Agreement, dated as of ___________, 20__ is made by and between Energous Corporation, 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”).
ENERGOUS Corporation UNDERWRITER WARRANT 600,000 shares of Common Stock March _______ , 2014Warrant Agreement • March 21st, 2014 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
This UNDERWRITER WARRANT (this “Warrant”) of Energous Corporation, a corporation, duly organized and validly existing under the laws of the State of Delaware (the “Company”), is being issued pursuant to that certain Underwriting Agreement, dated as of March , 2014 (the “Underwriting Agreement”), between the Company and MDB Capital Group, LLC (the “Underwriter”) relating to a firm commitment public offering (the “Offering”) of shares of common stock, $0.00001 par value per share, of the Company (the “Common Stock”) underwritten by the Underwriter.
2,608,700 Shares ENERGOUS CORPORATION Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 18th, 2015 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
Energous Corporation, a Delaware corporation (the "Company"), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the "Underwriters"), for whom you are acting as Representatives (the "Representatives"), an aggregate of 2,608,700 shares (the "Firm Shares") of the Company's common stock, $0.00001 par value per share (the "Common Stock”). The respective amounts of the Firm Shares to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to grant to the Underwriters an option to purchase up to an additional 391,305 shares (the "Option Shares") of Common Stock from the Company for the purpose of covering over-allotments in connection with the sale of the Firm Shares. The Firm Shares and the Option Shares are collectively called the "Shares."
COMMON STOCK PURCHASE WARRANT ENERGOUS CORPORATIONCommon Stock Purchase Warrant • March 27th, 2023 • Energous Corp • Radio & tv broadcasting & communications equipment • 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 _____1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Energous Corporation, a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock (as defined below). 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).
UNDERWRITING AGREEMENTUnderwriting Agreement • March 21st, 2014 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
The undersigned, Energous Corporation, a Delaware corporation (the “Company”), hereby confirms its agreement with MDB Capital Group, LLC (hereinafter referred to as “you” (including its correlatives) or the “Underwriter”), as follows:
REGISTRATION RIGHTS AGREEMENT FOR INVESTORSRegistration Rights Agreement • January 24th, 2014 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of May 16, 2013, by and among DvineWave Inc., a Delaware corporation (“Company”), and the persons listed on Schedule A hereto, referred to individually as the “Holder” and collectively as the “Holders”. Certain terms are defined in Section 13 hereof.
MDB Capital Group, LLCLock-Up Agreement • March 21st, 2014 • Energous Corp • Radio & tv broadcasting & communications equipment
SELLING AGENCY AGREEMENTSelling Agency Agreement • October 11th, 2024 • Energous Corp • Radio & tv broadcasting & communications equipment
This engagement letter states certain conditions and assumptions upon which the Offering is premised. Except as expressly provided for herein, with regard to those specific sections that are agreed to be binding, this engagement letter is not intended to be a binding legal document.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • December 17th, 2013 • DvineWave Inc. • Radio & tv broadcasting & communications equipment • California
This Executive Employment Agreement (this “Agreement”) is made effective as of October 1, 2013 (“Effective Date”), by and between DvineWave Inc., a Delaware corporation (“Company”), and Stephen R. Rizzone (“Executive”).
ENERGOUS CORPORATION WARRANTSecurities Agreement • March 16th, 2018 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
Energous Corporation, a Delaware corporation (the “Company”), hereby certifies that, for value received, The Kingdom Trust Company, Custodian, FBO Emily T Fairbairn Roth IRA (7465812820), an exempted company formed under the laws of the Cayman Islands, or its successors or assigns (the “Holder”), is entitled to purchase from the Company up to a total of 809,062 shares of common stock, $.00001 par value per share (the “Common Stock”), of the Company (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price initially equal to $23.00 per share (as adjusted from time to time as provided in Section 8, the “Exercise Price”), at any time on or after date which is six months and one day after the date hereof (the “Initial Exercise Date”) and through and including the date that is five (5) years after the date hereof (the “Expiration Date”), and subject to the following terms and conditions. This Warrant (this “Warrant”) is issued pursuant to that certa
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 16th, 2017 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”), is dated as of November 6, 2016, by and between Energous Corporation, a Delaware corporation (the “Company”) and Dialog Semiconductor plc., a public limited company organized under the laws of England and Wales (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 9th, 2017 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”), is dated as of July 5, 2017, by and between Energous Corporation, a Delaware corporation (the “Company”) and Dialog Semiconductor plc., a public limited company organized under the laws of England and Wales (the “Investor”).
Energous Corporation CONFIDENTIAL INFORMATION AND INVENTION ASSIGNMENT AGREEMENTConfidential Information and Invention Assignment Agreement • January 24th, 2014 • Energous Corp • Radio & tv broadcasting & communications equipment • California
As a condition of my becoming retained (or my consulting relationship being continued) by Energous Corporation or any of its current or future subsidiaries, affiliates, successors or assigns (collectively, the “Company”), and in consideration of my consulting relationship with the Company and my receipt of the compensation now and hereafter paid to me by the Company, I agree to the following:
ContractWarrant Agreement • January 24th, 2014 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
THIS AMENDED AND RESTATED WARRANT AGREEMENT, DATED AS OF DECEMBER 13, 2013, HEREBY AMENDS AND RESTATES IN ITS ENTIRETY WARRANT NO. W-1 ISSUED BY DVINEWAVE INC. TO MDB Capital Group, LLC ON MAY 16, 2013.
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • March 31st, 2015 • Energous Corp • Radio & tv broadcasting & communications equipment • California
This Restricted Stock Unit Award Agreement (this “Agreement”) is entered into as of [●] (the “Effective Date”), by and between ENERGOUS CORPORATION, a Delaware corporation (the “Company”), and [●] (“Employee”).
SECURITY AGREEMENTSecurity Agreement • December 17th, 2013 • DvineWave Inc. • Radio & tv broadcasting & communications equipment • New York
This SECURITY AGREEMENT (this “Agreement”), dated as of May 16, 2013, is made by and among DvineWave Inc., a Delaware corporation (the “Grantor”), and the secured parties listed on the signature pages hereof (collectively, the “Secured Parties” and each, individually, a “Secured Party”).
Service Continuation AgreementService Continuation Agreement • January 11th, 2018 • Energous Corp • Radio & tv broadcasting & communications equipment • California
This Service Continuation Agreement (this “Agreement”) is entered into as of January 11, 2018 by and between Michael Leabman (“you”) and Energous Corporation (the “Company”), collectively referred to herein as the “Parties”.
AMENDED & RESTATED SEVERANCE AND CHANGE IN CONTROL AGREEMENTSeverance and Change in Control Agreement • December 9th, 2021 • Energous Corp • Radio & tv broadcasting & communications equipment • California
This Amended & Restated Severance and Change in Control Agreement (the “Agreement”) is entered into by and between Cesar Johnston (the “Executive”) and Energous Corporation, a Delaware corporation (the “Company”), on December 6th, 2021, and is effective December 6th, 2021 (the “Effective Date”). This Agreement amends and restates in its entirety that certain Amended & Restated Severance and Change in Control Agreement between Executive and the Company dated July 1st, 2020 (the “Prior Agreement”).
SUBORDINATED BUSINESS LOAN AGREEMENTSubordinated Business Loan Agreement • November 8th, 2024 • Energous Corp • Radio & tv broadcasting & communications equipment • Virginia
THIS SUBORDINATED BUSINESS LOAN AGREEMENT (as the same may be amended, restated, modified, or supplemented from time to time, this “Agreement”) dated as of November 5, 2024 (the “Effective Date”) among Agile Capital Funding, LLC as agent (in such capacity, together with its successors and assigns in such capacity, “Agent”), and Agile Lending, LLC, a Virginia limited liability company (“Lead Lender”) and each assignee that becomes a party to this Agreement pursuant to Section 12.1 (each individually with the Lead Lender, a “Lender” and collectively with the Lead Lender, the “Lenders”), and ENERGOUS CORPORATION, a Delaware corporation (“Parent”) and its subsidiaries (if any), and together with Parent, and the other entities shown as signatories hereto or that are joined from time to time as a Borrower, individually and collectively, jointly and severally (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders the loans described h
July 27, 2023Separation Agreement • November 14th, 2023 • Energous Corp • Radio & tv broadcasting & communications equipment • California
This letter confirms the agreement (“Agreement”) between you and Energous Corporation (the “Company”) concerning the terms of your transition and separation from employment and offers you certain benefits to which you would not otherwise be entitled, conditioned upon your provision of a general release of claims and covenant not to sue now and upon the Separation Date (defined below) as provided herein. If you agree to the terms outlined herein, please sign and return this Agreement to me in the timeframe outlined below.
THIRD AMENDMENT TO LEASELease • August 16th, 2022 • Energous Corp • Radio & tv broadcasting & communications equipment
This Third Amendment to Lease (“‘Third Amendment”), dated as of May 20, 2022, is entered into by and between Balzer Family Investments, L.P., a California limited partnership (“Lessor”), and Energous Corporation, a Delaware corporation (“Lessee”). Any capitalized terms in this Third Amendment that are not defined herein shall have the meaning given to them in the Lease (defined below).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • December 17th, 2013 • DvineWave Inc. • Radio & tv broadcasting & communications equipment • California
This Executive Employment Agreement (this “Agreement”) is made effective as of October 1, 2013 (“Effective Date”), by and between DvineWave Inc., a Delaware corporation (“Company”), and Michael Leabman (“Executive”).
VOTING AGREEMENTVoting Agreement • March 13th, 2014 • Energous Corp • Radio & tv broadcasting & communications equipment • Delaware
THIS VOTING AGREEMENT (this “Agreement”), by and between Energous Corporation, a Delaware corporation (the “Company”), and Hanbit Electronics Co. Ltd. and its affiliates (the “Investor”) is entered into as of this 7th day of March, 2014.
NONSTATUTORY STOCK OPTION AGREEMENTNonstatutory Stock Option Agreement • March 13th, 2014 • Energous Corp • Radio & tv broadcasting & communications equipment • California
This Nonstatutory Stock Option Agreement (this “Agreement”) is executed as of ___________, by and between ENERGOUS CORPORATION, a Delaware corporation (the “Company”), and ____________ (“Grantee”).
AMENDMENT NO. 1 TO CONSULTING and ADVISORY AGREEMENTConsulting and Advisory Agreement • November 10th, 2014 • Energous Corp • Radio & tv broadcasting & communications equipment
Reference is made to the Consulting and Advisory agreement dated as of July 16, 2013, between Energous Corporation (f/k/a DvineWave, Inc.) (“CLIENT”) and Financial Consulting Strategies LLC, ("CONSULTANT") (the “CONSULTING AGREEMENT”).
DISTRIBUTION AGREEMENTDistribution Agreement • January 12th, 2018 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
Energous Corporation, a Delaware corporation (the “Company”), confirms its agreement with Raymond James & Associates, Inc., as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you,” the “Agent” or “Raymond James”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of common stock, $0.00001 par value per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $40,000,000 (the “Maximum Amount”) on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
January 23, 2013 Michael Leabman DvineWave Inc. San Ramon, CA 94582 Re: Engagement Agreement Dear Mr. Leabman:Engagement Agreement • December 17th, 2013 • DvineWave Inc. • Radio & tv broadcasting & communications equipment • California
This letter agreement (the “Agreement”) confirms the terms and conditions that will govern the DvineWave Inc. (together with its affiliates, subsidiaries, predecessors, and successors, the “Company”) engagement (the “Engagement”) of MDB Capital Group, LLC (together with its affiliates, “MDB”) as the Company’s exclusive financial advisor and placement agent in connection with an offering or series of offerings of Company securities.
