FORM OF COMMON STOCK PURCHASE WARRANT rENNOVA HEALTH, INC.Rennova Health, Inc. • July 20th, 2017 • Services-testing laboratories
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 January __, 2018 (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 Rennova Health, 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).
BY AND AMONGAgreement and Plan of Merger • August 16th, 2002 • Tegal Corp /De/ • Special industry machinery, nec • California
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 1st, 2022 • Rennova Health, Inc. • Services-general medical & surgical hospitals, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 31, 2022, between Rennova Health, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
LEASE DATED DECEMBER 21, 2005 BY AND BETWEEN BRE/PCCP ORCHARD LLC as Landlord and TEGAL CORPORATION as Tenant AFFECTING PREMISES COMMONLY KNOWN AS SAN JOSE, CALIFORNIA 95134 [12/15/95 MULTI TENANT NET INDUSTRIAL LEASE]Lease • February 10th, 2006 • Tegal Corp /De/ • Special industry machinery, nec • California
This Lease is dated as of the lease reference date specified in Section A of the Summary and is made by and between the party identified as Landlord in Section B of the Summary and the party identified as Tenant in Section C of the Summary.
EXHIBIT 99.1 FIRST AMENDMENT TO RIGHTS AGREEMENT FIRST AMENDMENT, dated as of January 15, 1999 ("First Amendment"), to Rights Agreement dated as of June 11, 1996 (the "Rights Agreement"), between Tegal Corporation (the "Company"), and ChaseMellon...Rights Agreement • January 15th, 1999 • Tegal Corp /De/ • Special industry machinery, nec
UNDERWRITING AGREEMENT between RENNOVA HEALTH, INC. and AEGIS CAPITAL CORP., as Representative of the Several Underwriters RENNOVA HEALTH, INC.Underwriting Agreement • December 23rd, 2016 • Rennova Health, Inc. • Services-testing laboratories • New York
The undersigned, Rennova Health, 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 Rennova Health, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (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:
EXHIBIT 10.3 AMENDED AND RESTATED COMMON STOCK PURCHASE AGREEMENT BY AND BETWEEN KINGSBRIDGE CAPITAL LIMITEDCommon Stock Purchase Agreement • June 30th, 2004 • Tegal Corp /De/ • Special industry machinery, nec • New York
COMMON STOCK PURCHASE WARRANT RENNOVA HEALTH, INC.Rennova Health, Inc. • September 21st, 2016 • Services-testing laboratories • California
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Black Mountain Equities, Inc. 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 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 Rennova Health, Inc., a Delaware corporation (the “Company”), up to 750,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (“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).
Loan and Security Agreement (Exim Program)Loan and Security Agreement • June 27th, 2003 • Tegal Corp /De/ • Special industry machinery, nec • California
THIS LOAN AND SECURITY AGREEMENT is entered into on the above date between SILICON VALLEY BANK (“Silicon”), whose address is 3003 Tasman Drive, Santa Clara, California 95054 and the borrower(s) named above (jointly and severally, the “Borrower”), whose chief executive office is located at the above address (“Borrower’s Address”). The Schedule to this Agreement (the “Schedule”) shall for all purposes be deemed to be a part of this Agreement, and the same is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 8 below.)
RECITALS:Lease • June 29th, 2004 • Tegal Corp /De/ • Special industry machinery, nec
RECITALSLoan and Security Agreement • June 25th, 1999 • Tegal Corp /De/ • Special industry machinery, nec • California
EXHIBIT (i) FORM OF UNIT PURCHASE AGREEMENT Tegal Corporation 2201 South McDowell Boulevard Petaluma, CA 94954 Ladies & Gentlemen: The undersigned, _________________________________(the "Investor"), hereby confirms its agreement with you as follows:...Purchase Agreement • February 13th, 2002 • Tegal Corp /De/ • Special industry machinery, nec • California
EXHIBIT 10.1 SUBORDINATION AGREEMENT BORROWER: TEGAL CORPORATION AND ITS SUBSIDIARIES SPUTTERED FILMS, INC., TEGAL GERMANY, TEGAL JAPAN, INC. AND TEGAL ITALY, SRL SUBORDINATING CREDITOR: SILICON VALLEY BANK DATE: JUNE 30, 2003 THIS SUBORDINATION...Subordination Agreement • August 15th, 2003 • Tegal Corp /De/ • Special industry machinery, nec • New York
March 28, 2000 Acqua Wellington North American Equities Fund Limited c/o MeesPierson Fund Services (Bahamas) Ltd. Montague Sterling Centre East Bay Street, P.O. Box SS-6238 Nassau, Bahamas Dear Sirs: This letter sets forth the agreement of Acqua...Tegal Corp /De/ • March 28th, 2000 • Special industry machinery, nec • New York
SECURITY AGREEMENT SECURITY AGREEMENT (this "Agreement") dated _______, 2003, made by TEGAL CORPORATION, a Delaware corporation, and the other Grantors listed on the signature pages hereto, each with its principal offices as set forth on the signature...Security Agreement • July 2nd, 2003 • Tegal Corp /De/ • Special industry machinery, nec • New York
Controlled Equity OfferingSM Sales AgreementSales Agreement • December 27th, 2013 • CollabRx, Inc. • Special industry machinery, nec • New York
CollabRx, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 16th, 2017 • Rennova Health, Inc. • Services-testing laboratories • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 15, 2017, between Rennova Health, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
ARTICLE I REGISTRATION RIGHTSRegistration Rights Agreement • February 13th, 2004 • Tegal Corp /De/ • Special industry machinery, nec • New York
ContractRennova Health, Inc. • February 8th, 2017 • Services-testing laboratories • New York
NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE 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 AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
SECURITY AGREEMENTSecurity Agreement • March 16th, 2017 • Rennova Health, Inc. • Services-testing laboratories • New York
This SECURITY AGREEMENT, dated as of March __, 2017 (this “Agreement”), is among Rennova Health, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s Original Issue Discount Senior Secured Convertible Debentures due two years following their issuance, in the original aggregate principal amount of up to $17,360,000 (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
FORM OF SUBSIDIARY GUARANTEESubsidiary Guarantee • July 17th, 2017 • Rennova Health, Inc. • Services-testing laboratories • New York
SUBSIDIARY GUARANTEE, dated as of July __, 2017 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Rennova Health, Inc., a Delaware corporation (the “Company”) and the Purchasers.
------------------------------------------------------------------------------- - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------Tegal Corp /De/ • March 6th, 2002 • Special industry machinery, nec
AGREEMENTSRegistration Rights Agreement • December 9th, 2003 • Tegal Corp /De/ • Special industry machinery, nec • Delaware
Exhibit 4.5 Void after June 30, 2011 Warrant No. ________ [____________] to acquire [_________] share THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THIS WARRANT AND...Tegal Corp /De/ • July 2nd, 2003 • Special industry machinery, nec
FORM OF AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 9th, 2005 • Tegal Corp /De/ • Special industry machinery, nec • New York
This Amended and Restated Registration Rights Agreement (the “Agreement”) is made and entered into as of the 3rd day of August, 2005 by and among Tegal Corporation, a Delaware corporation (the “Company”), and the “Investors” named in that certain Purchase Agreement by and among the Company and the Investors (the “Purchase Agreement”).
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,...CollabRx, Inc. • June 23rd, 2014 • Services-computer processing & data preparation • New York
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY OTHER SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (1) AN EFFECTIVE REGISTRATION STATEMENT COVERING SUCH SECURITIES UNDER THE SECURITIES ACT AND ANY OTHER APPLICABLE SECURITIES LAWS, OR (2) AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO COLLABRX, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
RENNOVA HEALTH, INC. WARRANT AGENCY AGREEMENTWarrant Agency Agreement • December 30th, 2015 • Rennova Health, Inc. • Services-computer processing & data preparation • New York
WARRANT AGENCY AGREEMENT (this “Warrant Agreement”) made as of December 30, 2015 (the “Issuance Date”), between Rennova Health, Inc., a Delaware corporation (“Company”), and Computershare Inc., a Delaware corporation (“Computershare”), and its wholly-owned subsidiary, Computershare Trust Company, N.A., a federally chartered trust company (together with Computershare, “Warrant Agent”).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------Tegal Corp /De/ • March 6th, 2002 • Special industry machinery, nec
UNDERWRITING AGREEMENT between RENNOVA HEALTH, INC. and JOSEPH GUNNAR & CO., LLC as Representative of the Several Underwriters RENNOVA HEALTH, INC.Underwriting Agreement • July 19th, 2016 • Rennova Health, Inc. • Services-computer processing & data preparation • New York
The undersigned, Rennova Health, 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 Rennova Health, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Joseph Gunnar & Co., LLC (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:
REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT") is made as of _______, 2003 by and among Tegal Corporation, a Delaware corporation (the "COMPANY") and (ii) the investors listed on EXHIBIT A hereto (collectively the...Registration Rights Agreement • July 2nd, 2003 • Tegal Corp /De/ • Special industry machinery, nec • New York
SERIES [A/B/C] COMMON STOCK PURCHASE WARRANT rENNOVA HEALTH, INC.Rennova Health, Inc. • March 27th, 2017 • Services-testing laboratories
THIS SERIES [A/B/C] 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 the close of business on the _____[2] year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Rennova Health, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock [;provided, however, the exercisability of this Series C Warrant shall vest ratably from time to time in proportion to the Holder’s (or its permitted assigns) exercise of the Series B Common Stock Purchase Warrant as compared with all Series B Common Stock Purchase Warrants issued to Holder at the Closing (“Vesting Schedule”). No
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,...Common Stock Purchase Warrant • March 3rd, 2015 • CollabRx, Inc. • Services-computer processing & data preparation • New York
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY OTHER SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (1) AN EFFECTIVE REGISTRATION STATEMENT COVERING SUCH SECURITIES UNDER THE SECURITIES ACT AND ANY OTHER APPLICABLE SECURITIES LAWS, OR (2) AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO COLLABRX, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 30th, 2017 • Rennova Health, Inc. • Services-testing laboratories • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 29, 2017, between Rennova Health, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
Exhibit 10.2 June 30, 2003 Tegal Corporation 2201 South McDowell Blvd. Petaluma, CA 94954 Gentlemen: Reference is made to (i) the Loan and Security Agreement, and the Loan and Security Agreement (Exim Program), both between you ("Borrower") and us...Letter Agreement • August 15th, 2003 • Tegal Corp /De/ • Special industry machinery, nec
Reference is made to (i) the Loan and Security Agreement, and the Loan and Security Agreement (Exim Program), both between you ("Borrower") and us ("Silicon"), and both dated as of June 26, 2002 (as amended, restated, supplemented, or otherwise modified from time to time, collectively the "Loan Agreements"), and (ii) the Schedule to Loan and Security Agreement, and the Schedule to Loan and Security Agreement (Exim Program), both between Borrower and Silicon, and both dated as of June 26, 2002 (as amended, restated, supplemented or otherwise modified from time to time, collectively the "Loan Agreement Schedules"). This letter agreement (this "Agreement"), the Loan Agreements, the Loan Agreement Schedules, and all other written documents and agreements between us are referred to herein collectively as the "Loan Documents". Capitalized terms used, but not defined, in this Agreement shall have the meanings set forth in the Loan Agreements and the Loan Agreement Schedules.
Shareholder Rights Agreement Dated as of April 13, 2011 By and Between Tegal Corporation and Registrar and Transfer Company,Shareholder Rights Agreement • April 14th, 2011 • Tegal Corp /De/ • Special industry machinery, nec • Delaware
Agreement, dated as of April 13, 2011, between Tegal Corporation, a Delaware corporation (the “Company”), and Registrar and Transfer Company, a New Jersey corporation (the “Rights Agent”).
