SHARES OF COMMON STOCK OF TELEMYND, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • October 3rd, 2019 • Telemynd, Inc. • Services-misc health & allied services, nec • New York
The undersigned, Telemynd, 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 defined below) as being subsidiaries or affiliates of Telemynd, 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 Aegis Capital Corp. (“Aegis”) is acting as representative to the several Underwriters (in such capacity, 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.
AMENDED AND RESTATED SEPARATION AND DISTRIBUTION AGREEMENTSeparation and Distribution Agreement • April 5th, 2019 • Telemynd, Inc. • Services-misc health & allied services, nec • Delaware
This AMENDED AND RESTATED SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of March 27, 2019, by and between MYND ANALYTICS, INC., a Delaware corporation (“Parent”), TELEMYND, INC., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Telemynd”), and MYND ANALYTICS, INC., a California corporation and a direct wholly owned subsidiary of Parent (“MYnd California”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.
COMMERCIAL LEASECommercial Lease • September 9th, 2019 • Telemynd, Inc. • Services-misc health & allied services, nec • Massachusetts
LEASE made this 20th day of May, 2019, by and between Lexvest Parker LLC, a Massachusetts limited liability company with a principal place of business at Two Shaker Road Street, Shirley, Massachusetts 01464 (hereinafter referred to as the “LESSOR”) and Mynd Analytics, Inc., a California corporation with a principal place of business at 26522 La Alameda Suite 290 Mission Viejo, CA 92691(hereinafter referred to as the “LESSEE”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • November 6th, 2019 • Telemynd, Inc. • Services-misc health & allied services, nec • Delaware
This NOTE PURCHASE Agreement (this “Agreement”) is made as of October __, 2019 by and among Telemynd, Inc., a Delaware corporation (the “Company”), and the investors listed on Schedule A hereto (each, an “Investor” and together, the “Investors”).
SIDE AGREEMENT, FIRST AMENDMENT TO SEED CAPITAL FUNDING AGREEMENTS AND ASSIGNMENT OF LOAN AGREEMENTSSeed Capital Funding Agreement • May 22nd, 2019 • Telemynd, Inc. • Services-misc health & allied services, nec • Delaware
This Side Agreement, First Amendment to Seed Capital Funding Agreements and Assignment of Loan Agreements (this “Agreement”) is made as of this 7th day of November, 2017, by and among Arcadian Telepsychiatry LLC, a Pennsylvania limited liability company (“Borrower”), Arcadian Telepsychiatry Services LLC, a Delaware limited liability company (“Arcadian Services”), and Ben Franklin Technology Partners of Southeastern Pennsylvania (“BFTP”). BFTP, the Borrower and Arcadian Services are referred to herein collectively as the “Parties” and individually as a “Party.”
CONSULTANT AGREEMENTConsultant Agreement • June 20th, 2019 • Telemynd, Inc. • Services-misc health & allied services, nec • Delaware
THIS CONSULTANT AGREEMENT (this “Agreement”) is made as of May 30, 2019 by and between Robin Smith MD MBA (“Advisor”) and Telemynd, Inc. with addresses at 26522 La Alameda, Suite 290, Mission Viejo, CA 9269 I (the “Company”), and shall become effective on the closing date of the Mynd Analytics, Inc -Emmas Life Sciences, Inc. transaction (the “Effective Date”). When referred to collectively, the Company and the Advisor shall be referred to as the “Partie s”.
Employment AgreementEmployment Agreement • July 19th, 2019 • Telemynd, Inc. • Services-misc health & allied services, nec • Delaware
This Employment Agreement (the “Agreement”) is made as of July 15, 2019 (the “Effective Date”), by and between Telemynd, Inc., a Delaware corporation (the “Company”), and Patrick Herguth (“Executive”), subject to the terms and conditions defined in this Agreement.
SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE December 31, 2020Convertible Security Agreement • November 6th, 2019 • Telemynd, Inc. • Services-misc health & allied services, nec • Delaware
THIS SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued debt obligation of Telemynd, Inc., a Delaware corporation (the “Company” or the “Borrower”), having its principal place of business at 26522 La Alameda, Mission Viejo, CA 92691, designated as its Senior Secured Convertible Promissory Note due December 31. 2020 (the “Note”).
CONSENTConsent • May 22nd, 2019 • Telemynd, Inc. • Services-misc health & allied services, nec • Delaware
This CONSENT (this “Consent”) is made as of this 7th day of November, 2017, by and between Arcadian Telepsychiatry LLC, a Pennsylvania limited liability company (“Existing Arcadian”), and Ben Franklin Technology Partners of Southeastern Pennsylvania (“BFTP”). BFTP and Existing Arcadian are referred to herein collectively as the “Parties” and individually as a “Party.”
SECURITY AGREEMENTSecurity Agreement • November 6th, 2019 • Telemynd, Inc. • Services-misc health & allied services, nec • Delaware
This SECURITY AGREEMENT, dated as of October __, 2019 (this “Security Agreement”) is entered into by and among Telemynd, Inc., a Delaware corporation limited liability company (“Obligor”) and the holders of the Notes (as defined below) (collectively, the “Secured Parties”) under the ]Purchase Agreement (defined below).
