REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 6th, 2023 • Sharps Technology Inc. • Surgical & medical instruments & apparatus
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 1, 2023, between Sharps Technology, Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK SHARPS TECHNOLOGY, INC.Sharps Technology Inc. • October 3rd, 2023 • Surgical & medical instruments & apparatus • New York
THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sharps Technology, 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 (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITY AGREEMENTSecurity Agreement • March 18th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • Wyoming
This SECURITY AGREEMENT, dated as of December 14, 2021 (this “Agreement”), is among Sharps Technology, Inc., a Wyoming corporation (the “Company”), all of the Subsidiaries of the Company, if any (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s Secured Promissory Notes, in the original aggregate principal amount of $2,000,000 (collectively, the “Notes”), signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”), issued pursuant to the terms of that certain Note Purchase Agreement, dated as of the date hereof (the “Purchase Agreement”).
COMMON STOCK PURCHASE WARRANT SHARPS TECHNOLOGY, INC.Common Stock Purchase • April 7th, 2022 • Sharps Technology 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 Issue Date and on or prior to 5:00 p.m. (New York City time) on [●], 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sharps Technology, Inc., a Nevada corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).
WARRANT TO PURCHASE COMMON STOCK SHARPS TECHNOLOGY, INC.Sharps Technology Inc. • October 3rd, 2023 • Surgical & medical instruments & apparatus • New York
THIS WARRANT TO PURCHASE COMMON STOCK (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 Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on [_____], 2029, (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sharps Technology, 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 (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Warrant Agent AgreementWarrant Agent Agreement • April 19th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • New York
This WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of April 19, 2022 (the “Issuance Date”) is between Sharps Technology, Inc., a Nevada corporation (the “Company”), and VStock Transfer, LLC (the “Warrant Agent”).
ContractSharps Technology Inc. • April 5th, 2022 • Surgical & medical instruments & apparatus • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING [●], 2022 (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) AEGIS CAPITAL CORP. OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING FOR WHICH THIS PURCHASE WARRANT WAS ISSUED TO THE UNDERWRITER AS CONSIDERATION (THE “OFFERING”), OR (II) A BONA FIDE OFFICER OR PARTNER OF AEGIS CAPITAL CORP.
UNDERWRITING AGREEMENTUnderwriting Agreement • April 19th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • New York
Sharps Technology, Inc., a Nevada corporation (the “Company”), agrees, subject to the terms and conditions in this agreement (this “Agreement”), to issue and sell to Aegis Capital Corp. (the “Underwriter”) an aggregate of 3,750,000 units (each, a “Closing Unit”), with each Closing Unit consisting of either: (A) one share of the Company’s common stock (the “Firm Shares”), $0.0001 par value per share, of the Company (the “Common Shares”) and two warrants, each warrant to purchase one Common Share at an exercise price of $4.25 (representing 100% of the per Closing Common Unit (as defined below) offering price (the “Public Offering Price”) per whole share (the “Warrant”) (each, a “Closing Common Unit”); or (B) one pre-funded warrant (each, a “Pre-funded Warrant”) to purchase one Common Share at an exercise price of $0.001 until such time as the Pre-funded Warrant is exercised in full subject to adjustment as provided in the Pre-funded Warrant and two Warrants (each, a “Closing Pre-funded U
Warrant Agent AgreementWarrant Agent Agreement • April 7th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • New York
This WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of [●], 2022 (the “Issuance Date”) is between Sharps Technology, Inc., a Nevada corporation (the “Company”), and VStock Transfer, LLC (the “Warrant Agent”).
WARRANT TO PURCHASE COMMON STOCK SHARPS TECHNOLOGY, INC.Sharps Technology Inc. • June 3rd, 2024 • Surgical & medical instruments & apparatus • New York
THIS WARRANT TO PURCHASE COMMON STOCK (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 Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on January 29, 2030, (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sharps Technology, 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 (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PIPE PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK SHARPS TECHNOLOGY, INC.Sharps Technology Inc. • September 23rd, 2024 • Surgical & medical instruments & apparatus • New York
THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (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 until this Warrant is exercised in full (the “Termination Date”), to subscribe for and purchase from Sharps Technology, 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 (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.2.
PIPE SECURITIES PURCHASE AGREEMENTPipe Securities Purchase Agreement • February 6th, 2023 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • New York
This PIPE Securities Purchase Agreement (this “Agreement”) is dated as of January 31, 2023, between Sharps Technology, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • March 18th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • Wyoming
This Note Purchase Agreement (this “Agreement”) is made and entered into as of December 14, 2021 by and among Sharps Technology, Inc., a Wyoming corporation (the “Company”) and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
AEGIS CAPITAL CORP.Sharps Technology Inc. • February 6th, 2023 • Surgical & medical instruments & apparatus • New York
The purpose of this placement agent agreement is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the placement agent on a “best efforts” basis in connection with the proposed private placement (the “Placement”) by Sharps Technology, Inc. (collectively, with its subsidiaries and affiliates, the “Company”) of its securities (the “Securities”). This placement agent agreement sets forth certain conditions and assumptions upon which the Placement is premised. The Company confirms that entry into this Agreement and completion of the Placement with Aegis will not breach or otherwise violate the Company’s obligations to any other investment bank.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 23rd, 2024 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 20, 2024, between Sharps Technology, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).
ROYALTY AGREEMENTRoyalty Agreement • March 18th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • New York
This royalty agreement is made on July 12-, 2017, effective as of July 12, 2017 (the “Effective Date”), by and between Alan Blackman, currently residing at (hereinafter referred to as “Blackman”), and Barry Berler, (hereinafter referred to as “Berler”).
Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would likely cause competitive harm to the registrant if publicly disclosed. AGREEMENTAgreement • October 4th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • South Carolina
This Agreement dated as of September 29, 2022 (the “Agreement”) is entered into by and among InjectEZ, LLC, a South Carolina limited liability company, having an address of 4838 12th Street Extension, West Columbia, SC 29172 (“InjectEZ”), Nephron Pharmaceuticals Corporation, a Florida corporation, having an address of 4500 12th Street Extension, West Columbia, SC 29172 (“NPC”), Nephron SC, Inc., a South Carolina limited liability company, having an address of 4500 12th Street Extension, West Columbia, SC 29172 (“NSC”), Nephron Sterile Compounding Center LLC, a South Carolina limited liability company, having an address of 4500 12th Street Extension, West Columbia, SC 29172 (“Sterile”) (NPC, NSC, and Sterile are sometimes collectively referred to as “Nephron”) and Sharps Technology, Inc., a Nevada corporation, having an address of 105 Maxess Road, Suite 124, Melville, NY 11747 (“Sharps”).
PERSONAL AND CONFIDENTIALPersonal and Confidential • September 23rd, 2024 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • New York
The purpose of this placement agent agreement is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the placement agent on a “best efforts” basis in connection with the proposed Note Offering (the “Placement”) by Sharps Technology, Inc. (collectively, with its subsidiaries and affiliates, the “Company”) of promissory notes (“Notes”) and unregistered shares of Common Stock of the Company (together with the Notes, the “Securities”). This placement agent agreement sets forth certain conditions and assumptions upon which the Placement is premised. The Company expressly acknowledges and agrees that Aegis’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by Aegis to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of Aegis with respect to securing any other financing on behalf of the Company
Nephron Purchase AgreementNephron Purchase Agreement • September 26th, 2023 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • South Carolina
This Nephron Purchase Agreement (this “Agreement”) is made effective as of September 22, 2023 between Sharps Technology, Inc. a Nevada publicly traded company, having an address of 105 Maxess Road, Melville, NY 11747 or a wholly-owned subsidiary, (collectively the “Seller”), and NEPHRON SC, INC., a South Carolina limited liability company, having an address of 4500 12th Street Extension, West Columbia, SC 29172, and NEPHRON STERILE COMPOUNDING CENTER LLC, a South Carolina limited liability company, having an address of 4500 12th Street Extension, West Columbia, SC 29172 (collectively, the “Buyer” or “Buyers”), and together with Seller, the “Parties”, (and each, a “Party”).
Certain identified information has been excluded from the exhibit because it is both (i) not material andDistribution Agreement • December 13th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus
This Distribution Agreement (the “Agreement”) is made on the 8th day of December, 2022 (the “Effective Date”) by and between Sharps Technology, Inc., a Nevada corporation, with a principal business address at 105 Maxess Road, Suite 124, Melville, NY 11747 (the “Supplier”) and Nephron Pharmaceuticals Corporation, a Florida corporation, and Nephron SC, Inc., a South Carolina corporation, with a principal business address at 4500 12th Street Extension, West Columbia, SC 29172 (collectively, the “Distributor”).
AMENDMENT NO. 6 TO ASSET/SHARE PURCHASE AGREEMENTAsset/Share Purchase Agreement • April 19th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus
This Amendment No. 6 (the “Amendment’’) dated 13th April, 2022 modifies the Asset/Share Purchase Agreement, as amended, between Sharps Technology, Inc. (“Sharps” or”Buyer”), Safegard Medical (Hungary) Kft (“Safegard”or “Company”), Numan Holding Ltd (“Numan” or “Shareholder”), Cortrus Services S.A. (“Cortrus”) and Latitude Investments Limited (“Latitude”) originally dated June I0, 2020 (“Purchase Agreement”).
FORM OF SENIOR SECURED NOTE]Sharps Technology Inc. • September 23rd, 2024 • 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. 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. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE, INCLUDING SECTIONS 3(c)(iii) AND 18(a) HEREOF. THE PRINCIPAL AMOUNT REPRESENTED BY THIS NOTE
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 23rd, 2024 • Sharps Technology Inc. • Surgical & medical instruments & apparatus
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 20, 2024, between Sharps Technology, Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
AMENDMENT_1 TO THE COOPERATIVE SALES AND DISTRIBUTION AGREEMENTCooperative Sales and Distribution Agreement • March 8th, 2024 • Sharps Technology Inc. • Surgical & medical instruments & apparatus
Roncadelle Operations s.r.l., a company formed and existing under the laws of Italy, having its registered office in Castel Mella (BS, Italy), Via Renolda 10, VAT code and registration number VAT-ID Number IT 04151620988, represented by Mr. Erik Ryckalts, CEO, duly authorized by way of the resolution of the board of directors (hereinafter referred to as “ROP”),
Cooperative Sales and Distribution AgreementSales and Distribution Agreement • March 8th, 2024 • Sharps Technology Inc. • Surgical & medical instruments & apparatus
This Cooperative Sales and Distribution Agreement (hereinafter the “Agreement”) is entered into as of this day 2024-03-01 (the “Effective Date”) by and between Roncadelle Operations s.r.l., a company formed and existing under the laws of Italy, having its registered office in Castel Mella (BS, Italy), Via Renolda 10, VAT code and registration number VAT-ID Number IT 04151620988, represented by Mr. Erik Ryckalts, CEO, duly authorized by way of the resolution of the board of directors (hereinafter, “ROP”)
EMPLOYMENT AGREEMENTEmployment Agreement • October 6th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • New York
This Employment Agreement (the “Agreement”) states the terms and conditions that govern the contractual agreement between Andrew R. Crescenzo (the “Executive”) having his principal place of residence at 80 Merritt Ave, Massapequa, New York and Sharps Technology, Inc. located at 105 Maxess Road STE 124, Melville, New York (the “Company”) who both agree to be bound by this Agreement.
AMENDMENT NO. 5 TO ASSET/SHARE PURCHASE AGREEMENTAsset/Share Purchase Agreement • March 18th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus
This Amendment No .5 (the “Amendment”) dated 28th February, 2022 modifies the Asset Share Purchase Agreement, as amended, between Sharps Technology, Inc. (“Sharps” or “Buyer”), Safeguard Medical *Hungary) Kft (“Safegard” or “Company”), Numan Holding Ltd (“Numan” or “Shareholder”), Cortrus Services S.A. (“Cortrus”) and Latitude Investments Limited (“Latitude”) originally dated June 10, 2020 (“Purchase Agreement”).
Nephron Purchase AgreementNephron Purchase Agreement • May 21st, 2024 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • South Carolina
This Nephron Purchase Agreement (this “Agreement”) is made effective as of May 20, 2024 between Sharps Technology, Inc. a Nevada publicly traded company, having an address of 105 Maxess Road, Melville, NY 11747 or a wholly-owned subsidiary, (collectively the “Seller”), and NEPHRON SC, INC., a South Carolina limited liability company, having an address of 4500 I 2th Street Extension, West Columbia, SC 29172, and NEPHRON STERILE COMPOUNDING CENTER LLC, a South Carolina limited liability company, having an address of 4500 12th Street Extension, West Columbia, SC 29172 (collectively, the “Buyer” or “Buyers”), and together with Seller, the “Parties”, (and each, a “Party”).
ASSET PURCHASE AGREEMENT by and among INJECTEZ, LLC, as Seller and SHARPS TECHNOLOGY, INC., as Buyer and other parties September 22, 2023 EXHIBITSAsset Purchase Agreement • September 26th, 2023 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • South Carolina
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered in to, effective as of September 22, 2023 (the “Effective Date”), by and among InjectEZ, LLC, a South Carolina limited liability company (“Seller”), and Sharps Technology, Inc., a Nevada corporation and Sharps Technology Acquisition Corp., a [Nevada corporation](collectively, the “Buyer”). Certain capitalized terms used herein are defined in Section 1 and the locations of the definitions of certain other capitalized terms are set forth where such terms are first used.
PLAN AND AGREEMENT OF MERGER OF SHARPS TECHNOLOGY, INC. (a Wyoming corporation) AND SHARPS TECHNOLOGY, INC. (a Nevada corporation)Plan and Agreement of Merger • April 5th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus
PLAN AND AGREEMENT OF MERGER by and between SHARPS TECHNOLOGY, INC., a Wyoming corporation (“Sharps Wyoming”), and SHARPS TECHNOLOGY, INC., a Nevada corporation (“Sharps Nevada”).
Nephron Purchase AgreementNephron Purchase Agreement • May 24th, 2024 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • South Carolina
This Nephron Purchase Agreement (this “Agreement”) is made effective as of May 20, 2024 between Sharps Technology, Inc. a Nevada publicly traded company, having an address of 105 Maxess Road, Melville, NY 11747 or a wholly-owned subsidiary, (collectively the “Seller”), and NEPHRON SC, INC., a South Carolina limited liability company, having an address of 4500 I 2th Street Extension, West Columbia, SC 29172, and NEPHRON STERILE COMPOUNDING CENTER LLC, a South Carolina limited liability company, having an address of 4500 12th Street Extension, West Columbia, SC 29172 (collectively, the “Buyer” or “Buyers”), and together with Seller, the “Parties”, (and each, a “Party”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 14th, 2023 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • New York
THIS EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into on November 10, 2023 but shall be effective as of the 1st day of June 2023, by and between Sharps Technology, Inc., a Nevada Corporation (the “Company”) and Robert Hayes (the “Executive”) (together the Company and the Executive are the “Parties”) and supersedes and replaces any prior employment agreement or employment letter between the Parties.
Stericare Solutions and Sharps Technology, Inc. Supply AgreementSupply Agreement • July 25th, 2024 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • New York
This Supply Agreement (“Agreement”) is entered into on July 24th, 2024, by and between Sharps Technology, Inc., a Nevada corporation (“Seller”), and Stericare Solutions, LLC a Texas limited liability company (“Buyer”), having an address of 4409 Haltom Road, Haltom City, TX 76117. Seller manufactures and sells syringe formats, and Buyer wishes to purchase certain Goods (as defined below) from Seller. The Buyer and Seller are referred to individually as a “Party” and collectively as “Parties”.
