UNDERWRITING AGREEMENTUnderwriting Agreement • March 30th, 2023 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • New York
The undersigned, ENDRA Life Sciences Inc., a corporation formed under the laws of the State of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with Newbridge Securities Corporation (hereinafter referred to as “you” or the “Underwriter”) as follows:
PRE-FUNDED COMMON STOCK PURCHASE WARRANTENDRA Life Sciences Inc. • April 19th, 2024 • Electromedical & electrotherapeutic 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”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from ENDRA Life Sciences 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).
SHARES OF COMMON STOCK AND _________ PRE-FUNDED WARRANTS (EXERCISABLE FOR _____SHARES OF COMMON STOCK) _____________ SERIES A WARRANTS (EXERCISABLE FOR _____SHARES OF COMMON STOCK) AND _____________ SERIES B WARRANTS (EXERCISABLE FOR _____SHARES OF...Underwriting Agreement • April 19th, 2024 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • New York
The undersigned, ENDRA Life Sciences 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 ENDRA Life Sciences 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 Craig-Hallum Capital 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.
AT THE MARKET OFFERING AGREEMENTMarket Offering Agreement • March 27th, 2020 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • New York
ENDRA Life Sciences Inc., 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:
WARRANT AGENT AGREEMENTWarrant Agent Agreement • March 30th, 2023 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • New York
WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of April [●], 2023 (the “Issuance Date”) between ENDRA Life Sciences Inc., a company incorporated under the laws of the State of Delaware (the “Company”), and VStock Transfer, LLC, a California limited liability company (the “Warrant Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 21st, 2016 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of __________ by and between ENDRA Life Sciences Inc., a Delaware corporation (the “Company”), and ________________ (“Indemnitee”).
1,205,000 Shares of Common Stock1 ENDRA LIFE SCIENCES INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 13th, 2018 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • New York
ENDRA Life Sciences Inc., a Delaware corporation (the “Company”), proposes to sell to National Securities Corporation, a Washington corporation (the “Underwriter” or “you”), an aggregate of 1,205,000 authorized but unissued shares of common stock, par value $0.0001 per share (the “Common Stock”), of the Company (the “Firm Shares”) pursuant to this Underwriting Agreement (the “Agreement”). The Company also has granted to the Underwriter an option to purchase up to 180,750 additional shares of Common Stock (the “Option Shares”, and together with the Firm Shares, the “Securities”).
UNDERWRITING AGREEMENT between ENDRA LIFE SCIENCES INC. and THINKEQUITY, A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC., as Representative of the Several Underwriters ENDRA LIFE SCIENCES INC. UNDERWRITING AGREEMENTUnderwriting Agreement • December 18th, 2020 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • New York
The undersigned, ENDRA Life Sciences Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of ENDRA Life Sciences Inc., 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:
UNDERWRITER’S COMMON STOCK PURCHASE WARRANT ENDRA LIFE SCIENCES INC.ENDRA Life Sciences Inc. • April 19th, 2024 • Electromedical & electrotherapeutic apparatus • New York
THIS UNDERWRITER’S 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, the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the _____1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from ENDRA Life Sciences 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).
SERIES B COMMON STOCK PURCHASE WARRANT ENDRA LIFE SCIENCES INC.ENDRA Life Sciences Inc. • April 19th, 2024 • Electromedical & electrotherapeutic apparatus • New York
THIS SERIES B 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, including the prior receipt of Shareholder Approval as set forth in Section 3(i) at any time on or after the Shareholder Approval Date (as defined below) (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the twelve month anniversary of the Initial Exercise Date, provided that if such date is not a Trading Day, the immediately following Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from ENDRA Life Sciences 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 Sec
ENDRA LIFE SCIENCES INC. Common Stock (par value $0.0001 per share) At-The- Market Issuance Sales AgreementENDRA Life Sciences Inc. • February 14th, 2024 • Electromedical & electrotherapeutic apparatus • New York
ENDRA Life Sciences Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Ascendiant Capital Markets, LLC and the other sales agents set forth on Annex 1 hereto (each, an “Agent” and, collectively, the “Agents”), as follows:
Underwriter’s Warrant AgreementS Warrant Agreement • April 18th, 2023 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [Newbridge Securities Corporation] [other designee] 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 [•]1, 2023 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(f)(2)(G)(i), prior to 5:00 p.m. (New York City time) on the date that is three and one-half years (3½) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from ENDRA Life Sciences Inc., a company incorporated under the laws of the State of Delaware (the “Company”), up to ___ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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 • December 26th, 2019 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of the 19th day of December 2019, by and between ENDRA Life Sciences Inc., a Delaware corporation (the “Company”), and each individual or entity named on the Schedule of Buyers attached hereto (each such individual or entity, individually, a “Buyer” and all of such individuals or entities, collectively, the “Buyers”).
SERIES A COMMON STOCK PURCHASE WARRANT ENDRA LIFE SCIENCES INC.ENDRA Life Sciences Inc. • April 19th, 2024 • Electromedical & electrotherapeutic apparatus • New York
THIS SERIES A 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, including the prior receipt of Shareholder Approval as set forth in Section 3(i) at any time on or after the Shareholder Approval Date (as defined below) (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five-year anniversary of the Initial Exercise Date, provided that if such date is not a Trading Day, the immediately following Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from ENDRA Life Sciences 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 Sectio
ENDRA LIFE SCIENCES INC. COMMON STOCK WARRANTENDRA Life Sciences Inc. • July 29th, 2019 • Electromedical & electrotherapeutic apparatus • New York
THIS CERTIFIES THAT, for value received and subject to the terms and conditions set forth below, __________, or assigns (the “Holder”), is entitled to subscribe for and purchase at the Exercise Price (defined below) from ENDRA Life Sciences Inc., a Delaware corporation (the “Company”), _________ fully-paid and non-assessable shares of Company Common Stock. This Warrant is being issued pursuant to that certain Securities Purchase Agreement, by and between the Company and Holder and the other Buyers party thereto (the “Buyers”), dated as of July 26, 2019 (the “Agreement”)
WARRANT AGREEMENTWarrant Agreement • May 3rd, 2017 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS WARRANT AGREEMENT (this “Warrant Agreement”), dated as of May [__], 2017, is entered into by and between ENDRA Life Sciences Inc., a Delaware corporation (the “Company”), and Corporate Stock Transfer, Inc., a Colorado corporation (the “Warrant Agent”).
SERIES A COMMON STOCK PURCHASE WARRANT ENDRA LIFE SCIENCES INC.ENDRA Life Sciences Inc. • May 10th, 2024 • Electromedical & electrotherapeutic apparatus • New York
THIS SERIES A 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, including the prior receipt of Shareholder Approval as set forth in Section 3(i) at any time on or after the Shareholder Approval Date (as defined below) (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five-year anniversary of the Initial Exercise Date, provided that if such date is not a Trading Day, the immediately following Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from ENDRA Life Sciences 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 Sectio
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 11th, 2019 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 11th day of December 2019 (the “Closing Date”) by and among ENDRA Life Sciences Inc., a Delaware corporation (the “Company”), the “Buyers” named in that certain Securities Purchase Agreement by and among the Company and the Buyers (the “Purchase Agreement”) and Lake Street Capital Markets, LLC (“Lake Street”) (together, the Buyers and Lake Street are referred to as the “Holders”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.
SERIES B COMMON STOCK PURCHASE WARRANT ENDRA LIFE SCIENCES INC.ENDRA Life Sciences Inc. • May 31st, 2024 • Electromedical & electrotherapeutic apparatus • New York
THIS SERIES B 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, including the prior receipt of Shareholder Approval as set forth in Section 3(i) at any time on or after the later of (i) the Shareholder Approval Date (as defined below) and (ii) the Charter Amendment Effectiveness Date (as defined below) (such date, the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the two and one-half (2.5) year anniversary of the Initial Exercise Date, provided that if such date is not a Trading Day, the immediately following Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from ENDRA Life Sciences Inc., a Delaware corporation (the “Company”), up to______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchas
Endra, Inc. SUBSCRIPTION AGREEMENTSubscription Agreement • November 21st, 2016 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • California
SECURITY AGREEMENTSecurity Agreement • July 29th, 2019 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • New York
This SECURITY AGREEMENT (this “Agreement”), dated as of July 26, 2019, is made by and among ENDRA Life Sciences 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”).
WARRANT TO PURCHASE COMMON STOCK OF ENDRA, INC.ENDRA Life Sciences Inc. • November 21st, 2016 • Electromedical & electrotherapeutic apparatus • California
This certifies that __________________, or assigns (collectively, the “Holder”), for value received, is entitled to purchase, at an exercise price per share equal to $_____ (the “Exercise Price”), from ENDRA, INC., a Delaware corporation (the “Company”), up to ____________ (_________) fully paid and nonassessable shares of the Company’s Common Stock (the “Common Stock”). This Warrant shall be exercisable at any time from time to time from and after the date of issuance hereof (the “Issuance Date”) up to and including 5:00 p.m. (Pacific Time) on the first to occur of (i) the second (2nd) anniversary of the Issuance Date or (ii) on the closing date of a financing transaction resulting in the Company receiving gross proceeds of at least $5.0 million at a valuation, calculated prior to the date of consummation of the financing, of at least $10.0 million (a “Qualified Financing”) (such earlier date being referred to herein as the “Expiration Date”), upon surrender to the Company at its prin
EXCHANGE AGREEMENTExchange Agreement • November 21st, 2016 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This Agreement (“Agreement”) is entered into as of September __, 2014, by and between Endra, Inc., a Delaware corporation (the “Company”), and ______________ (the “Investor”).
AMENDMENT TO SUBLICENSE AGREEMENTSublicense Agreement • November 21st, 2016 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus
This Amendment (“Amendment”) to the Sublicense Agreement dated as of August 2, 2007 (the “Agreement”) by and among Endra, Inc., a Delaware corporation (“Endra”), and Optosonics, Inc. (“Optosonics”) is entered into on this 18th day of January, 2011 (the “Amendment Effective Date”). For purposes hereof, all capitalized terms used herein but not defined herein shall have the meanings given to them in the Agreement.
ENDRA LIFE SCIENCES INC. COMMON STOCK WARRANTENDRA Life Sciences Inc. • December 26th, 2019 • Electromedical & electrotherapeutic apparatus • New York
THIS CERTIFIES THAT, for value received and subject to the terms and conditions set forth below, [__________], or assigns (the “Holder”), is entitled to subscribe for and purchase at the Exercise Price (defined below) from ENDRA Life Sciences Inc., a Delaware corporation (the “Company”), [________]1 fully-paid and non-assessable shares of Company Common Stock. This Warrant is being issued pursuant to that certain Securities Purchase Agreement, by and between the Company and Holder and the other Buyers party thereto (the “Buyers”), dated as of December 19, 2019 (the “Agreement”).
SUBLICENSE AGREEMENTSublicense Agreement • November 21st, 2016 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • Massachusetts
This Sublicense Agreement (“Agreement”) is entered as of the 2nd day of August, 2007 (“Effective Date”) by and between Optosonics, Inc. (“Optosonics”), a Delaware Corporation, with a place of business at 351 West 10th Street, Suite 250, Indianapolis, Indiana and Endra, Inc. (“Endra”), a Massachusetts corporation with a place of business at 222 Berkeley Street, Boston, Massachusetts 02116.
FIRST AMENDMENT TO EMPLOYMENT LETTER AGREEMENTEmployment Letter Agreement • December 27th, 2019 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus
This First Amendment (this “Amendment”) to that certain Employment Letter Agreement dated May 12, 2017 (the “Agreement”), by and between Michael Thornton (the “Employee”) and ENDRA Life Sciences Inc. (the “Company”), is effective December 27, 2019.
COLLABORATIVE RESEARCH AGREEMENTCollaborative Research Agreement • November 21st, 2016 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS AGREEMENT is made as of April 22, 2016 (“Effective Date”) by and between General Electric Company, acting through its GE Healthcare business and Global Research unit (“GE”), and ENDRA Inc. a Delaware corporation having its principal place of business at Ann Arbor, MI (“ENDRA”).
PROMISSORY NOTEPromissory Note • November 21st, 2016 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus
FOR VALUE RECEIVED, Endra, Inc., a Delaware corporation (“Borrower”), promises to pay to the order of ____________ (“Lender”) the principal sum of ________________ Dollars ($_______), or such other amount as shall have been advanced and be outstanding hereunder and remain unpaid, without interest thereon.
April 15, 2019ENDRA Life Sciences Inc. • August 8th, 2019 • Electromedical & electrotherapeutic apparatus • Massachusetts
ANN ARBOR, MICHIGAN GROSS LEASEGross Lease • November 21st, 2016 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • Michigan
This Lease is made between Landlord and Tenant hereinafter identified in Sections 1(b) and 1(c) hereof, respectively, and constitutes a Lease between the parties of the “Demised Premises” in the “Building,” as defined in Sections 2.2 and 2.1 hereof, respectively, on the terms and conditions and with and subject to the covenants and agreements of the parties hereinafter set forth.
CONVERTIBLE PROMISSORY NOTEENDRA Life Sciences Inc. • November 21st, 2016 • Electromedical & electrotherapeutic apparatus
CONSULTING AGREEMENTConsulting Agreement • November 21st, 2016 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • California
THIS CONSULTING AGREEMENT (the “Agreement”) is entered into as of July 23, 2014, by and between Endra, Inc., a Michigan corporation (the “Company”), and StoryCorp Consulting, a Nevada corporation (“StoryCorp”).
ENDRA LIFE SCIENCES INC. Common Stock (par value $0.0001 per share) At-The- Market Issuance Sales AgreementENDRA Life Sciences Inc. • February 19th, 2021 • Electromedical & electrotherapeutic apparatus • New York
ENDRA Life Sciences Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Ascendiant Capital Markets, LLC and the other sales agents set forth on Annex 1 hereto (each, an “Agent” and, collectively, the “Agents”), as follows:
CONSULTING AGREEMENT October 31, 2017Consulting Agreement • March 20th, 2018 • ENDRA Life Sciences Inc. • Electromedical & electrotherapeutic apparatus • Michigan
IN CONSIDERATION of the mutual covenants and agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:
