SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 31st, 2023 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 3, 2022, by and between ELECTROMEDICAL TECHNOLOGIES, INC., a Delaware corporation, with headquarters located at 16561 N. 92nd Street, Suite 101, Scottsdale, AZ 85260 (the “Company”), and Blue Lake Partners, LLC, a Delaware limited liability company, with its address at 3411 Silverside Road, Tatnal Building #104, Wilmington, DE 19810 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 30th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 14, 2020, by and between ELECTROMEDICAL TECHNOLOGIES, INC., a Delaware corporation, with headquarters located at 16561 N. 92nd Street, Suite 101, Scottsdale, AZ 85260 (the “Company”), and GS CAPITAL PARTNERS, LLC a New York limited liability company, with its address at 30 Washington Street, Suite 5L, Brooklyn, NY 11201, (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 30th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 8, 2020, by and between ELECTROMEDICAL TECHNOLOGIES, INC., a Delaware corporation, with its address at 16561 N. 92nd Street, Suite 101, Scottsdale, AZ 85260 (the “Company”), and REDSTART HOLDINGS CORP., a New York corporation, with its address at 1188 Willis Avenue, Albertson, New York 11507 (the “Buyer”).
COMMON STOCK PURCHASE WARRANT ELECTROMEDICAL TECHNOLOGIES, INC.Security Agreement • March 31st, 2023 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Delaware
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the promissory note in the principal amount of $307,500.00 to the Holder (as defined below) of even date) (the “Note”), BLUE LAKE PARTNERS, LLC, a Delaware limited liability company (including any permitted and registered 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 of issuance hereof, to purchase from ELECTROMEDICAL TECHNOLOGIES, INC., a Delaware corporation (the “Company”), 12,500,000 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated March 3, 2022, by and among the
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 12th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • New Jersey
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 8, 2021, by and among ELECTROMEDICAL TECHNOLOGIES, INC., a Delaware corporation (the “Company”), and YA II PN, LTD., a Cayman Islands exempt company (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 12th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February 8, 2021, by and among ELECTROMEDICAL TECHNOLOGIES, INC., a Delaware corporation (the “Company”), and YA II PN, LTD., a Cayman Islands exempt company (“Investor”).
ContractWarrant Agreement • July 20th, 2020 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Nevada
THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SUCH ACT AND ANY APPLICABLE STATE SECURITIES LAW OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO ELECTROMEDICAL TECHNOLOGIES, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 31st, 2023 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 8, 2022, by and between ELECTROMEDICAL TECHNOLOGIES, INC., a Delaware corporation, with headquarters located at 16561 N. 92nd Street, Suite 101, Scottsdale, AZ 85260 (the “Company”), and Mast Hill Fund, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
Note Purchase Agreement By And Among Electromedical Technologies, Inc. And Jr- hd Enterprises iii, Llc Dated As Of December 3, 2020Note Purchase Agreement • March 30th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Delaware
This Note Purchase Agreement (together with all exhibits hereto, this “Agreement”) is entered into as of December 3, 2020 (the “Closing Date”), by and among Electromedical Technologies, Inc., a Delaware corporation (the “Company”) and JR-HD Enterprises III, LLC, a Delaware limited liability company (“Buyer”). The Company and the Buyer may be collectively referred to herein as the “Parties” and individually as a “Party”.
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • December 8th, 2017 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Arizona
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
COMMON STOCK PURCHASE WARRANT ELECTROMEDICAL TECHNOLOGIES, INC.Security Agreement • March 31st, 2022 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Delaware
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the promissory note in the principal amount of $307,500.00 to the Holder (as defined below) of even date) (the “Note”), MAST HILL FUND, L.P., a Delaware limited partnership (including any permitted and registered 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 of issuance hereof, to purchase from ELECTROMEDICAL TECHNOLOGIES, INC., a Delaware corporation (the “Company”), 3,000,000 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated February 11, 2022, by and among the Compan
OFFERING DEPOSIT ACCOUNT AGENCY AGREEMENTOffering Deposit Account Agency Agreement • December 8th, 2017 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • California
This Offering Deposit Account Agency Agreement (this “Agreement”) is entered into as of December 7, 2017, by and between ElectroMedical Technologies, Inc., a Delaware corporation with its principal office located at 16561 N 92nd Street, Suite 101, Scottsdale, AZ 85260 (“Issuer”), FlashFunders, Inc., a Delaware limited liability with its principal office located at 6 Venture, Suite 325, Irvine, CA 92618 (“Intermediary”) and FinTech Clearing, LLC, a Delaware limited liability company and FINRA registered Broker/Dealer, with its principal office located at 6 Venture, Suite 325, Irvine, CA 92618 (“Deposit Account Agent”). Issuer, Intermediary and Deposit Account Agent shall collectively be referred to as “Parties”.
Consulting AgreementConsulting Agreement • February 26th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Arizona
This consulting agreement (the “Agreement”) is made and entered on this day 1st day of July, 2019 (the “Effective Date”) by and between PYP Enterprises (hereinafter referred to as the “Consultant”) and Electromedical Technologies, Inc. (hereinafter referred to as the “Client”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 26th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Arizona
This Stock Purchase Agreement is dated as of this 25th day of March, 2019 by and between Matthew Wolfson (the “Seller”) and Nicholas Rosin (the “Buyer’).
ELECTROMEDICAL TECHNOLOGIES, INC. WARRANT TO PURCHASE COMMON STOCKWarrant Agreement • February 26th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Delaware
THIS CERTIFIES THAT, for value received, AGILITY FINANCIAL PARTNERS, LLC or assigns (the “Holder”), is entitled to subscribe for and purchase from Electromedical Technologies, Inc., a Delaware corporation (the “Company”), the Exercise Shares (as defined below) of the Company’s Common Stock on the terms and subject to the conditions set forth below. This Warrant is being issued in connection with that certain Consulting Agreement among the Company and the consultants party thereto dated as of September 7, 2016 (the “Consulting Agreement”).
ELECTROMEDICAL TECHNOLOGIES, INC. AWARD AGREEMENT - 2017 EMPLOYEE AND CONSULTANT STOCK OWNERSHIP PLAN - OPTIONS Participant Name: Alexander Pedenko Participant ID: N/A Type of Option: Nonstatutory Stock Option Grant Date: 6/20/2019 Exercise Price:...Employee Stock Option Agreement • February 26th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Arizona
This Award Agreement (referred to below as this “Agreement”) spells out the terms and conditions of the stock option (the “Option’”) granted to you by ElectroMedical Technologies, Inc., a Delaware corporation (the “Company”), pursuant to the 2017 Employee and Consultant Stock Option Plan (the “Plan”) on and as of the Grant Date designated above. Except as otherwise defined herein, capitalized terms used in this Agreement have the respective meanings set forth in the Plan. The Plan, as in effect on the date of this Agreement and as it may be amended from time to time, is incorporated into this Agreement by this reference.
ContractKiss Agreement • July 12th, 2018 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Delaware
THIS INSTRUMENT AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.
DEVELOPMENT STOCK ISSUANCE AGREEMENTDevelopment Stock Issuance Agreement • February 26th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Arizona
This Development Stock Issuance Agreement (“Agreement”) is entered into as of the 29th day of November, 2018 by and between Electromedical Technologies, Inc., a Delaware corporation (the “Company”), and E-Business International, Inc., a Oregon company, (“EBI”).
ContractConsulting Agreement • February 26th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus
Consulting Agreement This consulting agreement (the "Agreement") is made and entered on this day 11th day of February (the "Effective Date") by and between Robert L. Hymers III (hereinafter referred to as the "Consultant") and Electromedical Technologies, Inc. (hereinafter referred to as the "Client"). 1. Services The Consultant will provide strategic business and business services to the Client, which may include: • Financial Consulting assistance with review of quarterly and annual filings with OTC Markets and/or the SEC. • Corporate Governance and Compliance • Communication, review and coordination of document transfers to auditors and attorneys. • Assistance with negotiation with contracts, financings, contracts and review and drafting of corresponding agreements, all of which must be pre-approved by the Client's legal counsel. • Communication with SEC attorney, auditors and outside accountants to complete resolutions and regulatory filings The scope of services will be subject to
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 26th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Nevada
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of June 4, 2020, is entered into by and between ELECTROMEDICAL TECHNOLOGIES, INC., a Delaware corporation, (the “Company”), and VISTA CAPITAL INVESTMENTS, LLC (the “Buyer”).
STOCK ISSUANCE AGREEMENTStock Issuance Agreement • February 26th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Arizona
This Stock Issuance Agreement (“Agreement”) is entered into as of the 29th day of November 2018 by and between Electromedical Technologies, Inc., a Delaware corporation (the “Company”), and E-Business International, Inc., an Oregon company, (“EBI”).
COMMON STOCK PURCHASE WARRANT ELECTROMEDICAL TECHNOLOGIES, INC.Security Agreement • March 31st, 2023 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Delaware
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the promissory note in the principal amount of $307,500.00 to the Holder (as defined below) of even date) (the “Note”), BLUE LAKE PARTNERS, LLC, a Delaware limited liability company (including any permitted and registered 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 of issuance hereof, to purchase from ELECTROMEDICAL TECHNOLOGIES, INC., a Delaware corporation (the “Company”), 3,000,000 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated March 3, 2022, by and among the C
SETTLEMENT AND MUTUAL RELEASE AGREEMENTSettlement Agreement • May 1st, 2024 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Delaware
THIS SETTLEMENT AND MUTUAL RELEASE AGREEMENT (this “Agreement”)dated as of April 3, 2024 (the “Effective Date”), is made by and between ELECTROMEDICAL TECHNOLOGIES, INC., a Delaware corporation (the “Company”) and Blue Lake Partners, LLC, a Delaware limited liability company (the “Investor”) (the Company and the Investor are each also referred to herein as a “Party”, and together as the “Parties”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 26th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus
This Stock Purchase Agreement is dated as of this 25” day of March, 2019 by and between Matthew Wolfson (the ASeller”) and Petar Gajic (the “Buyer’).
ContractConsulting Agreement • July 20th, 2020 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus
Consulting AgreementThis consulting agreement (the "Agreement") is made and entered on this day 2/11/20 (the "Effective Date") by and between Robert L. Hymers III (hereinafter referred to as the "Consultant") and Electromedical Technologies, Inc. (hereinafter referred to as the "Client" or "ELCQ").1. ServicesThe Consultant will provide strategic business and business services to the Client, which may include:• Financial Consulting assistance with review of quarterly and annual filings with OTC Markets • Corporate Governance and Compliance • Communication and coordination of document transfers to auditors and review • Assistance with negotiation deals and review and drafting of corresponding agreements • Communication with SEC attorney to complete resolutions and regulatory filingsThe scope of services will be subject to change from time to time as agreed to between the Consultant and the Client. The Consultant will also provide briefings, updates and other forms of communication to kee
ContractSeries 1 Kiss Agreement • July 20th, 2020 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus
ADDENDUM TO SERIES 1 KISS AGREEMENT This Addendum to Series 1 Kiss Agreement ("Agreement") is entered into as of the 22nd day of March, 2019 by and between Electromedical Technologies, Inc., a Delaware corporation (the "Company"), and Blue Ridge Enterprises, LLC, a California Limited Liability Corporation ("BRE"). WHEREAS, on July 9, 2018 the Company and BRE entered into a Series 1 Kiss Agreement in the amount of $35,000; and WHEREAS, the funding for the Kiss Agreement was not fulfilled until November 1, 2018. NOW THEREFORE, in consideration of the mutual covenants and agreements set forth herein, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties hereby agree as follows: 1. The date of issuance for the Kiss Agreement is amended 2018 from July 9, 2018 to November 1. The contributions by Donald Steinberg, individually, to the Company in the amounts of(A) $10,000 on May 30, 2018; (B) $10,000 on June 18, 2018; and (C) $15,0
STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 26th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • New York
This Stock Purchase Agreement (“Agreement”) is made and entered into this 12th day of June, 2020, by and between ElectroMedical Technologies, Inc., a Delaware corporation, with a business address of 16561 N 92nd Street Ste. 101, Scottsdale AZ 85260 (“Seller”), and ProActive Capital Partners, LP, a Delaware limited partnership, with a business address of 150 E. 58th St. 20th Floor, New York, NY 10155 (“Purchaser”). Both Seller and Purchaser are referred to individually as a “Party” and jointly as the “Parties.”
Electromedical Technologies, Inc. Convertible NoteConvertible Note • July 20th, 2020 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Nevada
FOR VALUE RECEIVED, Electromedical Technologies, Inc., a Delaware corporation with a par value of $0.001 per common share (“Par Value”) (the "Company"), hereby promises to pay to the order of Vista Capital Investments, LLC or registered assigns (the "Holder") the amount set out above as the Original Principal Amount (as reduced pursuant to the terms hereof pursuant to redemption, conversion or otherwise, the "Principal") when due, whether upon the Maturity Date (as defined below), acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest ("Interest") on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the "Issuance Date") until the same becomes due and payable, upon the Maturity Date or acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof).
ContractAccredited Subscription Agreement • July 20th, 2020 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus
ACCREDITED SUBSCRIPTION AGREEMENT This Accredited Subscription Agreement ("Agreement”) is entered into as of the 31 day of October 2018 by and between Electromedical Technologies, Inc., a Delaware corporation (the "Company"), and the undersigned investor, Gene Taubman, (the "Investor"). If more than one person signs this Agreement as an investor, then all references to Investor in this Agreement include the co-investor(s), jointly and severally. 1. Subscription. Investor hereby irrevocably subscribes for 100,000 shares of the Company's common stock (the "Shares") at a price of$1.00 per share for a total purchase price of $100,000.00, subject to acceptance by the Company. 2. Approval and Acceptance. The effectiveness of this Agreement is subject to acceptance by the Company by signing below where indicated. If this Agreement is not approved and accepted, then the Company will notify Investor and return any funds Investor may have delivered to the Company promptly after non-acceptance. 3
First Amendment to the Forbearance Agreement Entered Into By and Between JR-HD Enterprises III, LLC and Electromedical Technologies, Inc.Forbearance Agreement • May 16th, 2022 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Delaware
25, 2022, by and among JR-HD Enterprises III, LLC, a Delaware limited liability company (“JRD”) and Electromedical Technologies, Inc., a Delaware corporation (“EMED”). Both EMED and JRD may be collectively referred to as the “Parties.”
PRESIDENT - CHIEF EXECUTIVE OFFICER EMPLOYMENT CONTRACTEmployment Agreement • February 26th, 2021 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Arizona
This agreement is made and effective as of October 1st 2019 by and between Electromedical Technologies, Inc., a Delaware corporation (the “Employer”) and Matthew Wolfson (“Executive”) and supersedes any prior employment-related agreement or agreements between the Employer and Executive. Unless the context otherwise requires, all references to a designated section refers to the designated provision of this Agreement.
Forbearance AgreementForbearance Agreement • March 31st, 2022 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • Delaware
This Forbearance Agreement (this “Agreement”) is entered into as of September 3, 2021 by and among JR-HD Enterprises III, LLC, a Delaware limited liability company (“JRD”) and Electromedical Technologies, Inc., a Delaware corporation (“EMED”). Capitalized terms used in this Agreement without definition shall have the meanings given to them in the Note (defined below).
ENGAGEMENT LETTEREngagement Letter • December 8th, 2017 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus • California
This engagement letter (the “Agreement”) confirms the terms upon which Electromedical Technologies (the “Client”) engages FinTech Clearing, LLC (“FTC”). FTC is engaged to act as the exclusive managing broker-dealer (“Managing Broker-Dealer”) to the Client in connection with an Offering (as defined below) of securities on behalf of the Client upon signing this letter. The Client and Managing Broker-Dealer entered into an agreement on June 9, 2017 (“Prior Agreement”). This Agreement supersedes and replaces the Prior Agreement in its entirety. For the purposes of this Agreement, June 9, 2017 shall be the “Effective Date” as referred to herein.
First Amendment to Settlement AgreementSettlement Agreement • November 23rd, 2022 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus
STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 15th, 2020 • Electromedical Technologies, Inc • Surgical & medical instruments & apparatus
This Stock Purchase Agreement is dated as of this 25" day of March, 2019 by and between Matthew Wolfson (the ASeller”) and Petar Gajic (the “Buyer’).
