REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 3rd, 2024 • Biotricity Inc. • Surgical & medical instruments & apparatus
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 25, 2024 (the “Signing Date”), by and between Biotricity Inc., a Nevada corporation (the “Company”), and the undersigned signatory hereto (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 Securities Purchase Agreement, dated the date hereof, by and between the Company and the Buyer (the “Purchase Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 24th, 2024 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 21, 2024, is by and among Biotricity Inc., a Nevada corporation with offices located at 203 Redwood Parkway, Suite 600, Redwood City, CA 94065 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
AT THE MARKET OFFERING AGREEMENTAt the Market Offering Agreement • March 22nd, 2022 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
Biotricity 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:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 26th, 2017 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 22, 2017, between Biotricity 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”).
PURCHASE AGREEMENTPurchase Agreement • June 28th, 2018 • Biotricity Inc. • Surgical & medical instruments & apparatus • Nevada
PURCHASE AGREEMENT (the “Agreement”), dated as of June 28, 2018, by and between BIOTRICITY, INC., a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
UNDERWRITING AGREEMENTUnderwriting Agreement • August 31st, 2021 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
The undersigned, Biotricity Inc., a company incorporated under the laws of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Biotricity 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 H.C. Wainwright & Co., 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.
CREDIT AGREEMENT among BIOTRICITY INC., as Borrower, SWK FUNDING LLC, as Agent, Sole Lead Arranger and Sole Bookrunner, and the financial institutions party hereto from time to time as Lenders Dated as of December 21, 2021Credit Agreement • December 28th, 2021 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
VOTING AGREEMENTVoting Agreement • June 24th, 2024 • Biotricity Inc. • Surgical & medical instruments & apparatus • Nevada
VOTING AGREEMENT, dated as of June 21, 2024 (this “Agreement”), by and among Biotricity Inc., a Nevada corporation, (the “Company”), Ionic Ventures, LLC (the “Investor”), and the stockholders whose names appear on the signature pages hereto (each, a “Stockholder” and collectively, the “Stockholders”).
GUARANTEE AND COLLATERAL AGREEMENT dated as of December 21, 2021 among biotricity inc., and each other Person that becomes a party hereto as a grantor, each as a Grantor, and SWK FUNDING LLC, as Agent GUARANTEE AND COLLATERAL AGREEMENTGuarantee and Collateral Agreement • December 28th, 2021 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
Guarantee and Collateral Agreement, dated as of December 21, 2021 (as may be amended, restated, amended and restated, waived, supplemented, or otherwise modified from time to time, this “Agreement”), made by each signatory hereto (together with any other Person that becomes a party hereto as provided herein, each individually a “Grantor” and collectively, the “Grantors”), in favor of SWK Funding LLC, as administrative and collateral agent (in such capacity, together with its successors and assigns, the “Agent”) for the benefit of all Lenders party to the Credit Agreement (as hereafter defined).
ESCROW AGREEMENT AMENDED ESCROW AGREEMENT #2Escrow Agreement • May 5th, 2015 • Metasolutions, Inc. • Services-computer integrated systems design • California
This second amended agreement (the “Agreement”) is dated as of the 5th day of May 2015 by and between MetaSolutions, Inc. (hereinafter the “Company”) located at 34 Randall Avenue, Suite 100, Lynbrook, New York 11563 and Krueger LLP located at 7486 La Jolla Boulevard, La Jolla, California 92037 (hereinafter the “Escrow Agent”).
BIOTRICITY INC. CONVERTIBLE PROMISSORY NOTEConvertible Promissory Note • April 13th, 2016 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
This Note is a convertible promissory note referred to in that certain Subscription Agreement dated as of the date hereof (the “Subscription Agreement”), or series of like subscription agreements, among the Company and the subscriber(s) named therein, pursuant to which the Company is seeking to raise an aggregate of up to $1,000,000.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 22nd, 2021 • Biotricity Inc. • Surgical & medical instruments & apparatus • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of __________, 2020 by and among (i) Biotricity Inc., a Nevada corporation (the “Company”), and the Purchasers named on Schedule I (each, a “Purchaser” and, together, the “Purchasers”).
SOFTWARE DEVELOPMENT AND SERVICES AGREEMENTSoftware Development and Services Agreement • June 29th, 2017 • Biotricity Inc. • Surgical & medical instruments & apparatus • Ontario
This agreement is made as of September 15 2014, (the "Effective Date"), by and between iMedical Innovation Inc. having offices at 75 International Blvd., Suite 300, Toronto, ON, M9W-6L9, CANADA ("IMed") and CardioComm Solutions, Inc., having offices at 259 Yorkland Road, Suite 200, North York, Ontario, M2J-0B5, CANADA ("CCS").
SUBSCRIPTION AGREEMENTSubscription Agreement • November 6th, 2023 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is dated as of the date contained in the signature page hereto (the “Closing Date”), by and between BIOTRICITY INC., a Nevada corporation (the “Company”), and the subscriber identified on the signature page hereto (the “Subscriber”).
SUPPORT AGREEMENTSupport Agreement • February 3rd, 2016 • Biotricity Inc. • Services-computer integrated systems design • Ontario
THIS SUPPORT AGREEMENT made as of February 2, 2016 among Biotricity Inc. a corporation existing under the laws of the State of Nevada (the "Parent"), 1061806 B.C. LTD., a corporation existing under the laws of the Province of British Columbia ("Callco"), and 1062024 B.C. LTD., a corporation existing under the laws of the Province of British Columbia ("Exchangeco").
SUBSCRIPTION AGREEMENTSubscription Agreement • April 13th, 2016 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is dated as of the date contained in the signature page hereto (the “Closing Date”), by and between BIOTRICITY INC., a Nevada corporation (the “Company”), and the subscriber identified on the signature page hereto (the “Subscriber”).
ContractSecurities Agreement • July 12th, 2019 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
THIS SECURITY HAS 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. THIS SECURITY 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 ACT OR OTHER LOAN SECURED BY SUCH SECURITIES.
SUBSCRIPTION AGREEMENTSubscription Agreement • January 22nd, 2021 • Biotricity Inc. • Surgical & medical instruments & apparatus • Delaware
This SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of ___________by and among BIOTRICITY, INC., a Nevada corporation (the “Company”), and the subscribers identified on the signature pages hereto (each, a “Subscriber” and collectively, the “Subscribers”).
FORM OF VOTING AND EXCHANGE TRUST AGREEMENTVoting and Exchange Trust Agreement • February 3rd, 2016 • Biotricity Inc. • Services-computer integrated systems design • Ontario
THIS VOTING AND EXCHANGE TRUST AGREEMENT made as of February 2, 2016 among Biotricity Inc., a corporation existing under the laws of the State of Nevada (the "Parent"), 1061806 B.C. LTD., a corporation existing under the laws of the Province of British Columbia ("Callco"), 1062024 B.C. LTD., a corporation existing under the laws of the Province of British Columbia ("Exchangeco") and Computershare Trust Company of Canada, a trust company incorporated under the laws of Canada (the "Trustee").
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • February 3rd, 2016 • Biotricity Inc. • Services-computer integrated systems design • New York
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (“Agreement”) is made as of February 2, 2016, by and between METASOLUTIONS, INC., a Nevada corporation (the “Company” or “Assignor”), and W270 SA, a Costa Rican corporation (the “W270” or “Assignee”).
SUBSCRIPTION AGREEMENTSubscription Agreement • May 18th, 2023 • Biotricity Inc. • Surgical & medical instruments & apparatus • Nevada
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is dated as of the date contained in the signature page hereto (the “Closing Date”), by and between BIOTRICITY INC., a Nevada corporation (the “Company”), and the subscriber identified on the signature page hereto (the “Subscriber”).
Biotricity Inc.At the Market Offering Agreement • May 28th, 2024 • Biotricity Inc. • Surgical & medical instruments & apparatus
Reference is made to the At The Market Offering Agreement, dated as of March 22, 2022 (the “ATM Agreement”), between Biotricity 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.
BIOTRICITY INC. CONVERTIBLE PREFERRED NOTEConvertible Preferred Note • February 14th, 2023 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
This Note is a convertible preferred note referred to in that certain Subscription Agreement dated as of the date hereof (the “Subscription Agreement”), or series of like subscription agreements, among the Company and the Subscriber(s), pursuant to which the Company is seeking to raise an aggregate of up to $2,000,000 (the “Offering”).
EXCHANGE AGREEMENTExchange Agreement • January 13th, 2020 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
This Exchange Agreement (this “Agreement”) dated this __ day of ____, 20__ by and among Biotricity, Inc., a Nevada corporation (the “Company”) and ______, a ______ (the “Holder”).
biotricty inc. Common Stock Purchase WarrantSecurities Agreement • January 22nd, 2021 • Biotricity Inc. • Surgical & medical instruments & apparatus
This Certifies That, for value received, [________________], or his/her/our registered assigns (the “Holder”), is entitled to subscribe for and purchase from Biotricty Technologies Corporation, a Nevada corporation (the “Company”), at any time commencing on [______], 2020 and expiring on ________________[three years from date of issuance], 2023 (such period, the “Warrant Exercise Term”), the Shares at the Exercise Price (each as defined in Section 1 below).
SUBSCRIPTION AGREEMENTSubscription Agreement • March 9th, 2017 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
METASOLUTIONS, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • January 27th, 2015 • Metasolutions, Inc. • Nevada
biotricty inc. Common Stock Purchase WarrantSecurity Agreement • August 6th, 2020 • Biotricity Inc. • Surgical & medical instruments & apparatus
This Certifies That, for value received, [________________], or his/her/our registered assigns (the “Holder”), is entitled to subscribe for and purchase from Biotricty Technologies Corporation, a Nevada corporation (the “Company”), at any time commencing on [______], 2020 and expiring on ________________[three years from date of issuance], 2023 (such period, the “Warrant Exercise Term”), the Shares at the Exercise Price (each as defined in Section 1 below).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 13th, 2016 • Biotricity Inc. • Surgical & medical instruments & apparatus • Nevada
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made as of the 12th day of April 2016 (the “Effective Date”), by and between BIOTRICITY INC., a Nevada corporation (the “Employer”) and WAQAAS AL-SIDDIQ (the “Executive”).
CONFLICT OF INTEREST AGREEMENTConflict of Interest Agreement • January 27th, 2015 • Metasolutions, Inc.
AGREEMENT dated this 30th day of December 2014, by and between MetaSolutions, Inc. (hereinafter “MetaSolutions”), a Nevada corporation, with offices located at 34 Randall Avenue Suite 100, Lynbrook New York 11563 and Peter McGoldrick, President of MetaSolutions.
EXCLUSIVITY & ROYALTY AGREEMENTExclusivity & Royalty Agreement • February 3rd, 2016 • Biotricity Inc. • Services-computer integrated systems design • Ontario
This agreement (the "Exclusivity Agreement") is made as of September 15, 2014, (the "Effective Date"), by and between iMedical Innovation Inc. having offices at 7S International Blvd., Suite 300, Toronto, ON, M9W-6L9, CANADA ("IMED") and CardioComm Solutions, Inc., having offices at 259 Yorkland Road, Suite 200, North York Ontario, M2J-OB5, CANADA (“CCS").
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • December 28th, 2021 • Biotricity Inc. • Surgical & medical instruments & apparatus • New York
This INTELLECTUAL PROPERTY SECURITY AGREEMENT, dated as of December 21, 2021 (as may be amended, restated, amended and restated, waived, supplemented, or otherwise modified from time to time, this “Agreement”), made by BIOTRICITY INC., a Nevada corporation (“Grantor”), in favor of SWK FUNDING LLC, a Delaware limited liability company, as agent (in such capacity, “Agent”) for the Lenders (as defined below) party to the Credit Agreement (as defined below).
Biotricity Inc. Amended Side Letter May 15, 2024Securities Purchase Agreement • May 21st, 2024 • Biotricity Inc. • Surgical & medical instruments & apparatus
This amended and restated letter agreement (this “Amended Letter Agreement”) amends the Letter Agreement and reconfirms our recent discussions about, among other matters, following modifications to the Securities Purchase Agreement.
VOTING AGREEMENTVoting Agreement • May 18th, 2023 • Biotricity Inc. • Surgical & medical instruments & apparatus • Nevada
THIS VOTING AGREEMENT (this “Agreement”) is made as of the ___ day of February, 2023, by and among (i) Biotricity, Inc., a Nevada corporation (the “Company”), (ii) the Persons listed on Schedule A (together with any subsequent investors who become parties hereto as “Investors” pursuant to Subsection 4.1(b), the “Investors”), and (iii) the Persons listed on Schedule B hereto (the “Principal Stockholders” and together collectively with the Investors, the “Stockholders”).
SOFTWARE DEVELOPMENT AND SERVICES AGREEMENTSoftware Development and Services Agreement • September 30th, 2016 • Biotricity Inc. • Surgical & medical instruments & apparatus • Ontario
This agreement is made as of September 15 2014, (the "Effective Date"), by and between iMedical Innovation Inc. having offices at 75 International Blvd., Suite 300, Toronto, ON, M9W-6L9, CANADA ("IMed") and CardioComm Solutions, Inc., having offices at 259 Yorkland Road, Suite 200, North York, Ontario, M2J-0B5, CANADA ("CCS").
