EXHIBIT 10f REGISTRATION RIGHTS AGREEMENT ----------------------------- This Registration Rights Agreement (this "Agreement") is made and entered into as of July 17, 1997, among PLC Systems Inc., a corporation organized and existing under the laws of...Registration Rights Agreement • August 14th, 1997 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus • New York
BY AND AMONG PLC SYSTEMS INC.,Distribution Agreement • May 15th, 2001 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus • New York
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • January 12th, 2021 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____]1, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from VIVEVE MEDICAL, 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). This Warrant is being issued pursuant to that certain Underwriting Agreement, dated January ___, 2020, between the Company and A.G.P./Alliance Global Partners, as representative of the underwriters thereunder (the “Underwriting Agreement”). This W
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 25th, 2015 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 20, 2015, between Viveve Medical, Inc. a Yukon Territory corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT PLC SYSTEMS INC.Security Agreement • August 7th, 2014 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, GCP IV LLC or its 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 hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from PLC Systems Inc., a Yukon Territory corporation (the “Company”), up to 2,083,333 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).
EXHIBIT 10e NEITHER THIS WARRANT NOR THE SECURITIES INTO WHICH THIS WARRANT IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER...Warrant Agreement • August 14th, 1997 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus • New York
REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "AGREEMENT") is made and entered into as of April 23, 1998, among PLC Systems Inc., a corporation organized and existing under the laws of British Columbia, Canada (the "COMPANY"),...Registration Rights Agreement • May 15th, 1998 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 15th, 2015 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 12, 2015, between Viveve Medical, Inc., a Yukon Territory corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
ANDShareholders Agreement • May 15th, 2001 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 10th, 2020 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • Illinois
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 8, 2020, is entered into by and between VIVEVE MEDICAL, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in that certain Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
5% SENIOR SECURED CONVERTIBLE DEBENTURE DUE JANUARY 16, 2016Convertible Security Agreement • August 7th, 2014 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus • New York
THIS 5% SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 5% Senior Secured Convertible Debentures of PLC Systems Inc., a Yukon Territory corporation (the “Company”), having its principal place of business at 459 Fortune Boulevard, Milford, Massachusetts 01757, designated as its 5% Senior Secured Convertible Debenture due January 16, 2016 (this debenture, this “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
COMMON STOCK PURCHASE WARRANT PLC SYSTEMS INC.Securities Agreement • July 16th, 2014 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, GCP IV LLC or its 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 hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from PLC Systems Inc., a Yukon Territory corporation (the “Company”), up to 2,083,333 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).
UNDERWRITING AGREEMENT betweenUnderwriting Agreement • January 12th, 2021 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
As Representative of the several Underwriters named on Schedule 1 attached hereto 590 Madison Avenue, 28th Floor New York, New York 10022
13,333,334 Shares VIVEVE MEDICAL, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 10th, 2018 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
2,700,000 SHARES OF COMMON STOCK VIVEVE MEDICAL, INC. UNDERWRITING AGREEMENT June 14, 2016Underwriting Agreement • June 14th, 2016 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
The undersigned, VIVEVE MEDICAL, INC. (the “Company”), a company incorporated under the laws of Delaware (collectively with its Subsidiaries, including, without limitation, all entities disclosed or described in the Registration Statement as being Subsidiaries of 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 LADENBURG THALMANN & CO. INC. 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.
1 EXHIBIT 10.b NEITHER THIS DEBENTURE NOR THE SECURITIES INTO WHICH THIS DEBENTURE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM...Debenture Agreement • May 15th, 1998 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus
PURCHASE AGREEMENTPurchase Agreement • June 10th, 2020 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • Illinois
THIS PURCHASE AGREEMENT (the “Agreement”), dated as of June 8, 2020, by and between VIVEVE MEDICAL, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
2 3 3. Compensation. You shall receive the compensation and benefits set forth on Exhibit A hereto ("Compensation") for all services to be rendered by you hereunder and for your transfer of property rights pursuant to an agreement relating to...Key Employee Agreement • August 14th, 1998 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus • Massachusetts
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 16th, 2018 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This Indemnification Agreement (“Agreement”) is made as of ________________ by and between Viveve Medical Inc., a Delaware corporation (the “Company”), and ____________ (“Indemnitee”).
VIVEVE MEDICAL, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 13th, 2019 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
The undersigned, Viveve Medical, Inc., a Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Viveve Medical, 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 Ladenburg Thalmann & Co. Inc. 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.
Exhibit 10.a CONVERTIBLE DEBENTURE PURCHASE AGREEMENT PLC SYSTEMS INC. April 23, 1998 CONVERTIBLE DEBENTURE PURCHASE AGREEMENT, dated as of April 23, 1998 (this "AGREEMENT"), among PLC Systems Inc., a corporation organized and existing under the laws...Convertible Debenture Purchase Agreement • May 15th, 1998 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus
VIVEVE MEDICAL, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 21st, 2019 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
The undersigned, Viveve Medical, Inc., a Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Viveve Medical, 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 Ladenburg Thalmann & Co. Inc. 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.
SERIES A-2/B-2] COMMON STOCK PURCHASE WARRANTSecurity Agreement • April 17th, 2020 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS [SERIES A-2/B-2] 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 on or prior to 5:00 p.m. (New York City time) on [_____]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Viveve Medical, 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).
LETTERHEAD OF PLC SYSTEMS, INC.] ___________, 1999Stock Purchase Agreement • March 12th, 1999 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus
VIVEVE MEDICAL, INC. $25,000,000 COMMON STOCK SALES AGREEMENTCommon Stock Sales Agreement • November 8th, 2017 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
WARRANT AGREEMENTWarrant Agreement • November 21st, 2019 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
This Warrant Agreement made as of [___________], 2019, is between Viveve Medical, Inc., a Delaware corporation, with offices at 345 Inverness Drive South, Building B, Suite 250, Englewood, CO 80112 (the “Company”), and VStock Transfer, LLC, with offices at 18 Lafayette Place, Woodmere, New York (the “Warrant Agent”).
COMMON STOCK PURCHASE WARRANT Issue Date: May 25, 2017 To Purchase 148,617 Shares of Common Stock of VIVEVE MEDICAL, INC.Securities Agreement • June 1st, 2017 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus
THIS COMMON STOCK PURCHASE WARRANT CERTIFIES that, for value received, CRG Partners III L.P. (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 (the “Initial Exercise Date”) and on or prior to the close of business on the earlier of the tenth anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Viveve Medical, Inc., a Delaware corporation (the “Company”), up to an aggregate of 148,617 shares (the “Warrant Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) in accordance with Section 2 or Section 3 herein. The purchase price of one share of Common Stock (the “Exercise Price”) under this Warrant shall be $9.50, subject to adjustment hereunder. The Exercise Price and the number of Warrant Shares for which the Warrant is exercisable shall be subject to adjustment as provided herein.
TERM LOAN AGREEMENT dated as of May 22, 2017 among Viveve Medical, Inc., as Borrower, The Subsidiary Guarantors from Time to Time Party Hereto, The Lenders from Time to Time Party Hereto, and CRG SERVICING LLC, as Administrative Agent and Collateral...Term Loan Agreement • May 24th, 2017 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
TERM LOAN AGREEMENT, dated as of May 22, 2017 (this “Agreement”), among VIVEVE MEDICAL, INC., a Delaware corporation (“Borrower”), the Subsidiary Guarantors from time to time party hereto, the Lenders from time to time party hereto and CRG Servicing LLC, a Delaware limited liability company (“CRG Servicing”), as administrative agent and collateral agent for the Lenders (in such capacities, together with its successors and assigns, “Administrative Agent”).
RIGHT TO SHARES LETTER AGREEMENTRight to Shares Letter Agreement • November 21st, 2014 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus
This Right to Shares Letter Agreement, dated as of September 23, 2014 (this “Agreement”) constitutes an agreement between Viveve Medical, Inc. (formerly PLC Systems Inc.) (the “Company”) and GCP IV LLC (the “Purchaser”).
Exhibit (d)(10) PLC SYSTEMS INC. FORM OF NONQUALIFIED STOCK OPTION AGREEMENT GRANTED UNDER 2000 EQUITY INCENTIVE PLAN 1. GRANT OF OPTION. This agreement evidences the grant by PLC Systems Inc. (the "Company") on __________ (the "Grant Date") to...Nonqualified Stock Option Agreement • August 26th, 2002 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus
WARRANT TERMINATION AGREEMENTWarrant Termination Agreement • January 26th, 2015 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This WARRANT TERMINATION AGREEMENT (this “Agreement”) is made by and between Viveve, Inc., a Delaware corporation (the “Company”), and 5AM Ventures II, LP (the “Warrant Holder”) as of May 9, 2014. The Warrant Holder and the Company will be referred to singly as a “Party” and collectively as the “Parties.”
ContractWarrant Agreement • January 26th, 2015 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • California
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE 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.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 25th, 2015 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 20, 2015, between Viveve Medical, Inc., a Yukon Territory corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
FORM OF NONQUALIFIED STOCK OPTION AGREEMENT GRANTED UNDER 2000 NON-QUALIFIED PERFORMANCE AND RETENTION EQUITY PLANNonqualified Stock Option Agreement • August 26th, 2002 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus
AMENDMENT AND WAIVERSecurities Purchase Agreement • April 18th, 2014 • PLC Systems Inc • Electromedical & electrotherapeutic apparatus
This Amendment and Waiver dated as of April 14, 2014 (the “Amendment”), amends that certain Securities Purchase Agreement, dated as of September 18, 2013 (the “Purchase Agreement”), between PLC Systems Inc., a Yukon Territory corporation (the “Company”) and the Purchasers named therein (the “Purchasers”) and the Transaction Documents entered into in connection with the Purchase Agreement. Terms used as defined terms herein and not otherwise defined shall have the meanings provided therefor in the Purchase Agreement.
