COMMON STOCK PURCHASE WARRANT Nemaura Medical Inc.Common Stock Purchase Warrant • January 31st, 2023 • Nemaura Medical Inc. • Surgical & medical instruments & 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 later of (i) the effective date of the Shareholder Approval (as defined in the Purchase Agreement (defined below) and (ii) six months from the Issue Date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on July 31, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Nemaura Medical Inc., a Nevada 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 31st, 2023 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 27, 2023, between Nemaura Medical Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
NEMAURA MEDICAL INC. and NEVADA AGENCY AND TRANSFER COMPANY, as Warrant Agent Warrant Agency Agreement Dated as of July 30, 2020 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • July 30th, 2020 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • New York
WARRANT AGENCY AGREEMENT, dated as of July 30, 2020 (“Agreement”), between Nemaura Medical Inc., a corporation organized under the laws of the State of Nevada (the “Company”), and Nevada Agency and Transfer Company (the “Warrant Agent”).
AT THE MARKET OFFERING AGREEMENTAt the Market Offering Agreement • July 23rd, 2021 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • New York
Nemaura Medical Inc., a corporation organized under the laws of Nevada (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:
NEMAURA MEDICAL INC. Up to US$20,000,000 of Common Stock EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • October 19th, 2018 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 26th, 2018 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • New York
This letter (this "Agreement") constitutes the agreement between Nemaura Medical Inc., a Nevada corporation (the "Company"), and Dawson James Securities, Inc. ("Dawson" or the "Placement Agent") pursuant to which Dawson shall serve as the exclusive placement agent (the "Services") for the Company, on a reasonable "best efforts" basis, in connection with the proposed offer and placement (the "Offering") by the Company of its Securities (as defined Section 3 of this Agreement). The Company expressly acknowledges and agrees that Dawson's obligations hereunder are on a reasonable "best efforts" basis only and that the execution of this Agreement does not constitute a commitment by Dawson to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of Dawson placing the Securities.
Security AgreementSecurity Agreement • November 21st, 2023 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • Utah
This Security Agreement (this “Agreement”), dated as of November 14, 2023, is executed by Nemaura Medical Inc., a Nevada corporation (“Nemaura”), Dermal Diagnostics Limited, a company incorporated in England and Wales (company no. 6795555) (“Dermal Diagnostics”), and Trial Clinic Limited, a company incorporated in England and Wales (company no. 7490577) (“Trial Clinic,” and together with Nemaura and Dermal Diagnostics, “Debtor”), in favor of Streeterville Capital, LLC, a Utah limited liability company (“Secured Party”).
Employment agreementEmployment Agreement • March 28th, 2014 • Nemaura Medical Inc.
Dermal Diagnostics Limited (company number 6795555) whose registered office is at Charnwood Building, Holywell Park, Ashby Road, Loughborough, Leicestershire LE11 3AQ; and
NEMAURA MEDICAL, INC.Director Agreement • August 1st, 2017 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • New York
Nemaura Medical, Inc., a Nevada corporation (the “Company”), is pleased to offer you a position as a director and committee membership on its Board of Directors (the “Board”). This letter shall constitute an agreement (the “Agreement”) between you and the Company and contains all the terms and conditions relating to the services you are to provide.
CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT]Patent and Know How Licence • August 11th, 2014 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus
LICENCE, SUPPLY AND DISTRIBUTION AGREEMENT FINALLicence, Supply and Distribution Agreement • December 2nd, 2015 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • England and Wales
NEMAURA MEDICAL INC. 4,796,206 Shares of Common Stock Warrants to Purchase up to 4,796,206 Shares of Common Stock PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • January 31st, 2023 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus
Subject to the terms and conditions herein (this “Agreement”) Nemaura Medical Inc., a Nevada corporation (the “Company”), hereby agrees to sell up to an aggregate of (i) 4,796,206 (the “Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”) or pre-funded warrants to purchase Shares of Common Stock (the “Pre-Funded Warrants”) in lieu thereof and (ii) warrants (the “Warrants”) to purchase up to an aggregate of 4,796,206 shares of Common Stock (the “Warrant Shares”) directly to various purchasers (each, a “Purchaser” and, collectively, the “Purchasers”) through EF Hutton, division of Benchmark Investments, LLC, as Placement Agent (the “Placement Agent”). This Agreement and the documents executed and delivered by the Company and the Purchasers in connection with the Offering (as defined below), including, without limitation, a securities purchase agreement (the “Purchase Agreement”), shall be collectively referred to herein as the “Transaction Documents.” T
ContractInvestor Note • April 21st, 2020 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • Utah
THIS NOTE (AS DEFINED BELOW) MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE ALIENATED OR ENCUMBERED WITHOUT THE PRIOR WRITTEN CONSENT OF INVESTOR (AS DEFINED BELOW). THIS NOTE IS SUBJECT TO A RIGHT OF OFFSET IN FAVOR OF INVESTOR UPON THE OCCURRENCE OF CERTAIN EVENTS AS SET FORTH IN MORE DETAIL IN SECTION 4 BELOW.
CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT]Full Commercial Licensing Agreement • August 11th, 2014 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus
Pursuant to the Exclusive Rights License Agreement, dated 31st March 2014 between ‘Dermal’ and Dallas Burston Pharma, we hereby confirm the Full Commercial Licensing Agreement, as referred to in clause 8, will contain the following provisions:
FORM OF WARRANT AGREEMENT Nemaura Medical, Inc. and ________________, as Warrant Agent WARRANT AGREEMENTWarrant Agreement • March 18th, 2016 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus
THIS WARRANT AGREEMENT (this “Agreement”), dated as of ________________, is by and between Nemaura Medical, Inc, a Nevada corporation (the “Company”), and ________ a _______________________, as Warrant Agent (the “Warrant Agent”).
Form of Common Stock Exchange AgreementCommon Stock Exchange Agreement • November 7th, 2017 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • Nevada
This Common Stock Exchange Agreement (this “Agreement”), is made as of _______________, 2017, among Nemaura Medical, Inc., a Nevada corporation (the “Company”), and __________________________ (the “Shareholder”).
ContractEmployment Agreement • December 13th, 2016 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus
The Company and Mr. Anderson have an unwritten agreement that Mr. Anderson shall receive an annual salary of £80,000 for his role as Chief Financial Officer. Either party may terminate employment by providing the other party with no less than three months' prior notice.
ContractSecurities Agreement • December 2nd, 2015 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus
THESE SECURITIES AND ANY SECURITIES ISSUABLE UPON THE EXERCISE OF THIS SECURITY HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THESE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN WITH A FINANCIAL INSTITUTION THAT IS AN "ACCREDITED INVESTOR" AS DEFINED IN RULE 501(a) UNDER THE SECURITIES
EXCLUSIVE RIGHTS LICENSE AGREEMENTExclusive Rights License Agreement • July 11th, 2014 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • England and Wales
and Dermal Diagnostics Limited,(hereinafter referred to as Dermal). Holywell Park, Ashby Road, Loughborough, Leics, LE11 3AQ, UK
March 4, 2020Sales Agreement • March 6th, 2020 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • New York
CONFIDENTIAL TREATMENT REQUESTED. INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED AND MARKED WITH “****” OR OTHERWISE CLEARLY INDICATED. AN UNREDACTED VERSION OF THIS DOCUMENT HAS ALSO BEEN PROVIDED TO THE SECURITIES AND...Joint Collaboration Agreement • May 25th, 2018 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • England and Wales
Line of Credit AgreementLine of Credit Agreement • November 21st, 2023 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • Utah
This Line of Credit Agreement (this “Agreement”), dated as of November 14, 2023, is entered into by and among Nemaura Medical Inc., a Nevada corporation (“Company”), Dermal Diagnostics Limited, an England and Wales corporation (“Dermal Diagnostics”), Trial Clinic Limited, an England and Wales corporation (“Trial Clinic”, and together with Dermal Diagnostics and Company, “Borrower”), and Streeterville Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Lender”).
Dated: 5 December 2014 Consultancy agreementConsultancy Agreement • December 11th, 2014 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus
Nemaura Medical Inc. whose registered office is at Charnwood Building, Holywell Park, Ashby Road, Loughborough, Leicestershire, LE11 3AQ (“Nemaura”); and
Nemaura Medical, Inc. 57 West 57th Street Manhattan, NY New York, NY 10022 Attn: Dewan F. H. ChowdhuryPlacement Agent Agreement • July 30th, 2020 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • New York
This letter (the “Agreement”) constitutes the agreement between Kingswood Capital Markets a division of Benchmark Investments, Inc. (“Kingswood” or the “Placement Agent”) and Nemaura Medical, Inc., a company incorporated under the laws of the State of Nevada (the “Company”), pursuant to which 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 1,586,206 shares of common stock (the “Shares”) of the Company, par value $0.0001 per share (“Common Stock”) and warrants (the “Warrants”) to purchase 793,103 shares of Common Stock (the “Warrant Shares” and, collectively with the Shares and the Warrants, the “Securities”) at a combined purchase price of $7.25 per unit. The terms of the Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that the Plac
Note Purchase AgreementNote Purchase Agreement • February 11th, 2021 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • Utah
This Note Purchase Agreement (this “Agreement”), dated as of February 8, 2021, is entered into by and among Nemaura Medical Inc., a Nevada corporation (“Company”), Dermal Diagnostics Limited, an England and Wales corporation (“Dermal Diagnostics”), Trial Clinic Limited, an England and Wales corporation (“Trial Clinic”, and together with Dermal Diagnostics and Company, “Borrower”), and Uptown Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).
Dated:15th September 2020 Employment agreementEmployment Agreement • September 21st, 2020 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus
CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT]Consultancy Agreement • July 11th, 2014 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • England
Exchange Agreement Dated as of April 3, 2024Exchange Agreement • April 10th, 2024 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • Utah
This Exchange Agreement (together with the exhibits and other attachments hereto, this “Agreement”) is entered into as of the date first set forth above (the “Closing Date”) by and between Nemaura Medical Inc., a Nevada corporation (the “Company”), Dermal Diagnostics Limited, an England and Wales corporation (“Dermal Diagnostics”), Trial Clinic Limited, an England and Wales corporation (“Trial Clinic”, and together with Dermal Diagnostics and the Company, “Borrower”) and Uptown Capital, LLC, a Utah limited liability company (the “Investor”). Each of the Borrower and Investor may be referred to herein collectively as the “Parties” and separately as a “Party.”
NOVATION AGREEMENTNovation Agreement • July 11th, 2014 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus
NOTE PURCHASE AGREEMENTNote Purchase Agreement • April 21st, 2020 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • Utah
THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of April 15, 2020, is entered into by and among NEMAURA EDICAL INC., a Nevada corporation (“Company”), DERMAL DIAGNOSTICS LIMITED, an England and Wales corporation (“Dermal Diagnostics”), TRIAL CLINIC LIMITED, an England and Wales corporation (“Trial Clinic,” and together with Dermal Diagnostics and Company, “Borrower”), and CHICAGO VENTURE PARTNERS, L.P., a Utah limited partnership, its successors and/or assigns (“Investor”).
ContractLicence, Supply and Distribution Agreement • September 30th, 2021 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • England and Wales
LOAN AGREEMENTLoan Agreement • August 9th, 2019 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus
This Loan Agreement supersedes all pervious term sheets and discussions and is the final documentation of the Parties’ undertakings which is entered into and effective on the date of mutual execution hereof by and between:
SCHEDULE 4 TERRITORYLicense Agreement • November 2nd, 2020 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus
In the USA Healthimation and Nemaura shall work jointly to deliver a revised version of the WhyWait program in conjunction with Nemaura’s proBEAT product and service offering.
HEALTHIMATION LICENSE AGREEMENTLicense Agreement • November 2nd, 2020 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus • Massachusetts
This Healthimation License Agreement (“Agreement”), dated as of September 16, 2020 (the “Effective Date”), is by and between Healthimation, LLC, a Delaware limited liability company, with offices located at _59 Sagamore Street, Dorchester, MA,02125 (“Licensor”) and Nemaura Medical Inc. a Nevada corporation, with offices located at Advanced technology Centre, Oakwood Drive, Loughborough, Leics, LE11 3QF, UK (“Licensee”).
Nemaura Medical Inc.At the Market Offering Agreement • April 1st, 2022 • Nemaura Medical Inc. • Surgical & medical instruments & apparatus
Reference is made to the At The Market Offering Agreement, dated as of July 23, 2021 (the “ATM Agreement”), between Nemaura Medical Inc. (the “Company”) and H.C. Wainwright & Co., LLC (“Wainwright”). This letter (the “Amendment”) constitutes an agreement between the Company and Wainwright to amend the ATM Agreement as set forth herein. Defined terms that are used but not defined herein shall have the meanings ascribed to such terms in the ATM Agreement.
