Contract
Exhibit
10.2
THIS
WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN ACQUIRED
FOR
INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW. THIS WARRANT AND SUCH
SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE PLEDGED, TRANSFERRED OR
HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR DELIVERY OF AN OPINION
OF
COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH
OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS IN COMPLIANCE WITH THE
ACT
OR UNLESS SOLD IN FULL COMPLIANCE WITH RULE 144 UNDER THE ACT.
ZYNEX
MEDICAL HOLDINGS, INC.
Warrant
for the Purchase of Shares of
Common
Stock
Date:
October 18, 2006
|
No.
[Insert #]
|
429,867
Shares
|
FOR
VALUE
RECEIVED, ZYNEX MEDICAL HOLDING, INC., a Nevada corporation (the “Company”),
hereby grants to Ascendiant
capital group, llc. its
designee or its permitted assigns, subject to the terms and conditions set
forth
herein, the right to purchase from the Company, Four
Hundred Twenty Nine Thousand Eight Hundred Sixty Seven (429,867)
fully
paid and non-assessable shares of common stock of the Company.
For
purposes of this Warrant, (i) said common stock of the Company, is referred
to
as the “Common
Stock,”
(ii)
the shares of the Common Stock purchasable hereunder or under any other Warrant
(as defined below) are referred to as the “Warrant
Shares;”
(iii)
the aggregate purchase price payable for the Warrant Shares purchasable
hereunder is referred to as the “Aggregate
Warrant Price”
(initially $167,648.13, subject to adjustment as provided herein); (iv) the
price payable (initially $0.39 per share subject to adjustment as provided
below) for each of the Warrant Shares issuable hereunder is referred to as
the
“Per
Share Warrant Price;”
(v)
this Warrant issued as of the date hereof and all warrants hereafter issued
in
exchange or substitution for this Warrant is referred to as the “Warrant”
and
(vi) the holder of this Warrant is referred to as the “Holder.”
1. Exercise
of Warrant.
(a) This
Warrant may be exercised by Holder, in whole or in part, at any time, or from
time to time, for a period of five years from the date hereof by the surrender
of this Warrant (with the subscription form at the end hereof duly executed)
at
the address set forth in Section 10(a) hereof, together with proper payment
of
the Aggregate Warrant Price, or the proportionate part thereof if this Warrant
is exer-cised in part, with payment for the Warrant Shares made by certified
or
official bank check payable to the order of the Company.
(b) If
this
Warrant is exercised in part, this Warrant must be exercised for a number of
whole shares of the Common Stock and the Holder is entitled to receive a new
Warrant covering the Warrant Shares that have not been exercised and setting
forth the proportionate part of the Aggregate Warrant Price applicable to such
Warrant Shares. Upon surrender of this Warrant, the Company will (i) issue
a
certificate or certificates in the name of the Holder for the largest number
of
whole shares of the Common Stock to which the Holder shall be entitled and,
if
this Warrant is exercised in whole, in lieu of any fractional share of the
Common Stock to which the Holder shall be entitled, pay to the Holder cash
in an
amount equal to the fair value of such fractional share (determined in such
reasonable manner as the Board of Directors of the Company shall determine),
and
(ii) deliver the other securities and properties receivable upon the exercise
of
this Warrant, or the proportionate part thereof, if this Warrant is exercised
in
part, pursuant to the provisions of this Warrant.
2. Reservation
of Warrant Shares.
The
Company agrees that it shall at all times have authorized and in reserve, and
shall keep available, solely for issuance and delivery upon the exercise of
this
Warrant, the shares of the Common Stock and other securities and properties
as
from time to time shall be receivable upon the exercise of this Warrant, free
and clear of all restrictions on sale or transfer, other than under Federal
or
state securities laws, and free and clear of all preemptive rights and rights
of
first refusal.
3. Certain
Adjustments.
The
number of and kind of securities purchasable upon exercise of this Warrant
and
the Per Share Warrant Price shall be subject to adjustment from time to time
as
follows:
(a) Certain
Dilutive Issuances.
Special
Definitions. For purposes of this Section 3, the following definitions
apply:
(i) “Options”
shall mean rights, options, or warrants to subscribe for, purchase or otherwise
acquire either Common Stock or Convertible Securities (defined
below).
(ii) “Original
Issue Date” shall mean the date hereof.
(iii) “Convertible
Securities” shall mean any evidences of indebtedness, shares or other securities
convertible into or exchangeable for common stock of Company.
(iv) “Additional
Shares of Common Stock” shall mean all shares of common stock issued (or,
pursuant to Section 3(c) below deemed to be issued) by the Company after the
Original Issue Date, other than shares of common stock issuable or
issued:
A. upon
the
exercise or conversion of exercisable securities or Convertible Securities
outstanding as of the Original Issue Date;
B. upon
exercise of stock options to officers, directors, employees or consultants
of
The Company pursuant to stock option or stock purchase plans or agreements
on
terms approved by the Board of Directors of the Company;
C. as
stock
splits or subdivisions or stock dividends in respect of which the Per Share
Warrant Price is adjusted pursuant to Section 3(e) or Section 3(f);
D. in
connection with any joint venture approved by the Board of Directors of the
Company;
E. to
vendors in payment of normal and customary fees or in settlement of outstanding
accounts payable in an aggregate amounts not to exceed 1% of the Company’s
outstanding Common Stock (measured as of the Original Issue Date and each
anniversary date thereof) in each 12 month period following the Original Issue
Date, provided that any such Additional Shares of Common Stock must be valued,
as of the day such Additional Shares of Common Stock are issued or deemed to
be
issued, at or above the market price of the Company’s Common Stock on the day of
issuance,
F. in
connection with an acquisition by the Company of the securities, assets or
business of another company; or
G. in
connection with sales of shares of Common Stock or Convertible Securities by
the
Company.
(b) No
Adjustment of Per Share Warrant Price.
Any
provision herein to the contrary notwithstanding, no adjustment in the Per
Share
Warrant Price shall be made in respect of the issuance of Additional Shares
of
Common Stock unless the consideration per share is less than the applicable
Per
Share Warrant Price in effect on the date of, and immediately prior to such
issue.
(c) Deemed
Issue of Additional Shares of Common Stock.
In the
event that the Company at any time or from time to time after the Original
Issue
Date shall issue any Options or Convertible Securities or shall fix a record
date for the determination of holders of any class of securities then entitled
to receive any such Options or Convertible Securities, then the maximum number
of shares (as set forth in the instrument relating thereto without regard to
any
provisions contained therein designed to protect against dilution) of common
stock issuable upon the exercise of such Options or, in the case of Convertible
Securities and Options therefor, the exercise of such Options for Convertible
Securities and the conversion or exchange of such Convertible Securities, shall
be deemed to be Additional Shares of Common Stock issued as of the time of
such
issue or, in case such a record date shall have been fixed, as of the close
of
business
on such record date, provided further that in any such case in which Additional
Shares of Common Stock are deemed to be issued:
(i) no
further adjustments in the Per Share Warrant Price shall be made upon the
subsequent issue of Convertible Securities or shares of Common Stock upon the
exercise of such Options or conversion or exchange of such Convertible
Securities;
(ii) if
such
Options or Convertible Securities by their terms provide, with the passage
of
time or otherwise, for any increase or decrease in the consideration payable
to
the Company, or increase or decrease in the number of shares of Common Stock
issuable, upon the exercise, conversion or exchange thereof, the Per Share
Warrant Price computed upon the original issue thereof (or upon the occurrence
of a record date with respect thereto), and any subsequent adjustments based
thereon, shall, upon any such increase or decrease becoming effective, be
recomputed to reflect such increase or decrease insofar as it affects such
Options or the rights of conversion or exchange under such Convertible
Securities;
(iii) upon
the
expiration of any such Options or rights, the termination of any such rights
to
convert or exchange or the expiration of any Options or rights related to such
Convertible Securities or exchangeable securities, the Per Share Warrant Price,
to the extent in any way affected by or computed using such Options, rights
or
Convertible Securities or Options or rights related to such Convertible
Securities, shall be recomputed to reflect the issuance of only the number
of
shares of Common Stock (and convertible or exchangeable securities that remain
in effect) actually issued upon the exercise of such Options or rights, upon
the
conversion or exchange of such Convertible Securities or upon the exercise
of
the Options or rights related to such Convertible Securities;
(d) Adjustment
of Per Share Warrant Price Upon Issuance of Additional Shares of Common
Stock.
In the
event that the Company, at any time after the Original Issue Date, shall issue
Additional Shares of Common Stock without consideration or for a consideration
per share less than the Per Share Warrant Price in effect on the date of and
immediately prior to such issue (a “Dilutive Transaction”), then and in such
event, the Per Share Warrant Price shall, automatically and without further
action, be reduced to an amount determined by multiplying the Per Share Warrant
Price then in effect by a fraction:
(i) the
numerator of which shall be (X) the number of shares of Common Stock outstanding
immediately prior to the Dilutive Transaction (excluding treasury shares but
including all shares of Common Stock issuable upon conversion, exchange or
exercise of any outstanding shares of Convertible Securities or Options) plus
(Y) the number of shares of Common Stock which the net aggregate consideration
received by the Company for the total number of such additional shares of Common
Stock so issued in the Dilutive Transaction would purchase at such Per Share
Warrant Price then in effect (prior to such adjustment); and
(ii) the
denominator of which shall be (X) the number of shares of Common Stock
outstanding immediately prior to the Dilutive Transaction (excluding treasury
shares but including all shares of Common Stock issuable upon conversion,
exchange or exercise of any outstanding shares of Options or Convertible
Securities), plus (Z) the number of such additional shares of Common Stock
so
issued in the Dilutive Transaction.
(e) Stock
Dividends, Subdivisions and Combinations.
In case
the Company shall hereafter (i) pay a dividend or make a distribution on its
capital stock in shares of Common Stock (ii) subdivide its outstanding shares
of
Common Stock into a greater number of shares, (iii) combine its outstanding
shares of Common Stock into a smaller number of shares or (iv) issue by
reclassification of its Common Stock any shares of capital stock of the Company,
the securities purchasable upon the exercise of this Warrant shall be
proportionately adjusted and the Per Share Warrant Price shall be adjusted
to be
equal to a fraction, the numerator of which shall be the Aggregate Warrant
Price
and the denominator of which shall be the number of shares of Common Stock
or
other capital stock of the Company that the Holder would have owned immediately
following such action had such Warrant been exercised immediately prior thereto.
An adjustment made pursuant to this Subsection 3(b) shall become effective
immediately after the record date in the case of a dividend or distribution,
and
shall become effective immediately after the effective date in the case of
a
subdivision, combination or reclassification.
(f) Reclassification,
Reorganization and Consolidation.
In case
of any capital reclassification or reorganization, or any consolidation or
merger to which the Company is a party other than a merger or consolidation
in
which the Company is the continuing corporation, or in case of any sale or
conveyance to another entity of all or substantially all of the assets of the
Company, or in the case of any statutory exchange of securities with another
corporation (including any exchange effected in connection with a merger of
a
third entity into the Company, the Holder of this Warrant shall have the right
thereafter to receive on the exercise of this Warrant the kind and amount of
securities, cash or other property which the Holder would have owned or have
been entitled to receive immediately after such reorganization,
reclassification, consolidation, merger, statutory exchange, sale or conveyance
had this Warrant been exercised immediately prior to the effective date of
such
reorganization, reclassification, consolidation, merger, statutory exchange,
sale or conveyance and in any such case, if necessary, appropriate adjustment
shall be made in the application of the provisions set forth in this Section
3
with respect to the rights and interests thereafter of the Holder of this
Warrant to the end that the provisions set forth in this Section 3 shall
thereafter correspondingly be made applicable, as nearly as may reasonably
be,
in relation to any shares of stock or other securities or property thereafter
deliverable on the exercise of this Warrant. The above provisions of this
Section 3(f) shall similarly apply to successive reorganizations,
reclassifications, consolidations, mergers, statutory exchanges, sales or
conveyances. The Company shall require the issuer of any shares of stock or
other securities or property thereafter deliverable on the exercise of this
Warrant to be responsible for all of the agreements and obligations of the
Company hereunder. Notice of any such reorganization, reclassification,
consolidation, merger, statutory exchange, sale or conveyance and of said
provisions so proposed to be made, shall be mailed to the Holders of the
Warrants not less than 20 days prior to the anticipated closing of such event.
A
sale of all or substantially all of the assets of the Company for a
consideration consisting primarily of securities shall be deemed a consolidation
or merger for the foregoing purposes.
(g) No
adjustment in the Per Share Warrant Price shall be required unless such
adjustment would require an increase or decrease of at least $0.01 per share
of
Common Stock, provided,
however,
that
any adjustments which by reason of this Subsection 3(g) are not required to
be
made shall be carried forward and taken into account in any subsequent
adjustment; provided,
further,
however, that adjustments shall be required and made in accordance with the
provisions of this Section 3 (other than this Subsection 3(d)) not later
than
such
time
as may be required in order to preserve the tax-free nature of a distribution
(if any) to the Holder of this Warrant or Common Stock issuable upon the
exercise hereof. All calculations under this Section 3 shall be made to the
nearest cent or to the nearest 1/100th of a share, as the case may be. Anything
in this Section 3 to the contrary notwithstanding, the Company shall be entitled
to make such reductions in the Per Share Warrant Price, in addition to those
required by this Section 3, as it in its discretion shall deem to be advisable
in order that any stock dividend, subdivision of shares or distribution of
rights to purchase stock or securities convertible or exchangeable for stock
hereafter made by the Company to its stockholders shall not be
taxable.
(h) Whenever
the Per Share Warrant Price is adjusted as provided in this Section 3 and upon
any modifi-cation of the rights of a Holder of Warrants in accordance with
this
Section 3, the Company shall promptly prepare a brief statement of the facts
requiring such adjustment or modification and the manner of computing the same
and cause copies of such certificate to be mailed to the Holder. In addition,
the Company shall issue a certificate signed by the chief financial officer
of
the Company setting forth the Per Share Warrant Price and the number of Warrant
Shares in effect after such adjustment or the effect of such modification,
a
brief statement of the facts requiring such adjustment or modification and
the
manner of computing the same and cause copies of such certificate to be mailed
to the Holder.
(i) If
the
Board of Directors of the Company shall declare any dividend or other
distribution with respect to the Common Stock the Company shall mail notice
thereof to the Holder not less than 20 days prior to the record date fixed
for
determining stock-holders entitled to participate in such dividend or other
distribution.
(j) If,
as a
result of an adjustment made pursuant to this Section 3, the Holder of any
Warrant thereafter surrendered for exercise shall become entitled to receive
shares of two or more classes of capital stock or shares of Common Stock and
other capital stock of the Company, the Board of Directors shall in good faith
determine the allocation of the adjusted Per Share Warrant Price between or
among shares or such classes of capital stock or shares of Common Stock and
other capital stock.
(k) Upon
the
expiration of any rights, options, warrants or conversion privileges with
respect to the issuance of which an adjustment to the Per Share Warrant Price
had been made, if such option, right warrant or conversion shall not have been
exercised, the number of Warrant Shares purchasable upon exercise of this
Warrant, to the extent this Warrant has not then been exercised, shall, upon
such expiration, be readjusted and shall thereafter be such as they would have
been had they been originally adjusted (or had the original adjustment not
been
required, as the case may be) on the basis of (A) the fact that Common Stock,
if
any, actually issued or sold upon the exercise of such rights, options, warrants
or conversion privileges, and (B) the fact that such shares of Common Stock,
if
any, were issued or sold for the consideration actually received by the Company
upon such exercise plus the consideration, if any, actually received by the
Company for the issuance, sale or grant of all such rights, options, warrants
or
conversion privileges whether or not exercised; provided,
however,
that no
such readjustment shall have the effect of decreasing the number of Warrant
Shares purchasable upon exercise of this Warrant by an amount in excess of
the
amount of the adjustment initially made in respect of the issuance, sale or
grant of such rights, options, warrants or conversion privileges.
(l) In
case
any event shall occur as to which the other provisions of this Section 3 are
not
strictly applicable but as to which the failure to make any adjustment would
not
fairly protect the purchase rights represented by this Warrant in accordance
with the essential intent and principles of the adjustments set forth in this
Section 3, then, in each such case, the Board of Directors of the Company shall
in good faith determine the adjustment, if any, on a basis consistent with
the
essential intent and principles established herein, necessary to preserve the
purchase rights represented by the Warrants. Upon such determination, the
Company will promptly mail a copy thereof to the Holder of this Warrant and
shall make the adjustments described therein.
4. Fully
Paid Stock; Taxes.
The
shares of the Common Stock represented by each and every certificate for Warrant
Shares delivered on the exercise of this Warrant shall, subject to the Holder’s
compliance with the terms hereof, at the time of such delivery, be duly
authorized, validly issued and outstanding, fully paid and nonassessable, and
not subject to preemptive rights or rights of first refusal on the part of
the
Company, and the Company will take all such actions as may be necessary to
assure that the par value, if any, per share of the Common Stock is at all
times
equal to or less than the then Per Share Warrant Price. The Company shall pay,
when due and payable, any and all Federal and state stamp, original issue or
similar taxes which may be payable in respect of the issue of any Warrant Share
or any certificate thereof to the extent required because of the issuance by
the
Company of such security.
5. Registration.
(a) If
the
Company proposes to register for its own account or for any stockholders any
of
its capital stock or other securities under the Securities Act of 1933, as
amended (the “Act”) in connection with the public offering of such securities
solely for cash (other than a registration relating solely to the sale of
securities to participants in a Company stock plan, or an SEC Rule 145
transaction), the Company shall, at such time, promptly give Holder written
notice of such registration. Upon the written request of Holder given within
20
days after Holder’s receipt of such notice from the Company, the Company shall
use its commercially reasonable best efforts to cause to be registered under
the
Act all of the Common Stock that Holder has requested to be registered.
Notwithstanding the foregoing, if the managing underwriter, or the Chief
Executive Officer of the Company in the event of an offering with no
underwriters, determines in good faith that marketing factors require a
limitation of the number of shares to be sold in such registration, then the
managing underwriter or the Chief Executive Officer of the Company, as the
case
may be, may exclude shares of Holder from the registration, and the number
of
shares that may be included in the registration and the underwriting shall
be
allocated to the Company; provided, however, that (i) no exclusion of the
Holder’s shares shall be made unless all other stockholders’ securities are
first excluded, and that (ii) in no event shall the amount of shares of the
Holder included in an offering by the Company of its securities be reduced
below
25% of the total amount of securities included in such offering. For the
avoidance of doubt, the Company may terminate a proposed registration in its
entirety at any time.
(b) If
at any
time the shares of Common Stock held by Holder have been registered under
Section 5(a), and if the Company thereafter hereafter lists its Common
Stock
(and
only
so long as the class of common stock is so listed) on any national securities
exchange, the Nasdaq Global Market or the Nasdaq Smallcap Market, the Company
shall use its commercially reasonable efforts to keep the Warrant Shares (or
such securities, e.g., Common Stock, into which such Warrant Shares are
ultimately convertible into) authorized for listing on such exchange upon notice
of issuance.
6. Investment
Intent; Limited Transferability.
(a) The
Holder represents to the Company, by accepting this Warrant, that it understands
that this Warrant and any securities obtainable upon exercise of this Warrant
have not been registered for sale under Federal or state securities laws and
are
being offered and sold to the Holder pursuant to one or more exemptions from
the
registration requirements of such securities laws. In the absence of an
effective registration of such securities or an exemption therefrom, any
certificates for such securities shall bear the legend set forth on the first
page hereof. The Holder understands that it must bear the economic risk of
its
investment in this Warrant and any securities obtainable upon exercise of this
Warrant for an indefinite period of time, as this Warrant and such securities
have not been registered under Federal or state securities laws and therefore
cannot be sold unless subsequently registered under such laws, unless an
exemption from such registration is available.
(b) The
Holder, by its acceptance of this Warrant, represents to the Company that it
is
acquiring this Warrant and will acquire any securities obtainable upon exercise
of this Warrant for its own account for investment and not with a view to,
or
for sale in connection with, any distribution thereof in violation of the Act.
The Holder, by acceptance of this Warrant, agrees that this Warrant and any
such
securities will not be sold or otherwise transferred unless (i) a registration
statement with respect to such transfer is effective under the Act and any
applicable state securities laws or (ii) such sale or transfer is made pursuant
to one or more exemptions from the Act and in accordance with the legend set
forth on the first page hereof.
(c) Either
by
reason of such Holder’s business or financial experience or the business or
financial experience of its professional advisors (who are unaffiliated with
and
who are not compensated by the Company or any affiliate, finder or selling
agent
of the Company, directly or indirectly), such Holder has the capacity to protect
such Holder’s interests in connection with the transactions contemplated by this
warrant. The Holder, by its acceptance of this Warrant, represents to the
Company that that it is able to fend for itself, can bear the economic risk
of
its investment, has such knowledge and experience in financial or business
matters that it is capable of evaluating the merits and risks of the investment
in this Warrant, and has had the opportunity to ask questions and receive
answers from the Company regarding its business and financial condition. Holder
also represents it has not been organized for the purpose of acquiring this
Warrant.
(d) The
Holder has been afforded (i) the opportunity to ask such questions as it has
deemed necessary of, and to receive answers from, representatives of the Company
concerning the terms and conditions of the Warrants or the exercise of the
Warrants; and (ii) the opportunity to request such additional information which
the Company possesses or can acquire without unreasonable effort or
expense.
(e) The
Holder is an “accredited investor” within the meaning of Regulation D under the
Act.
7. Loss,
etc., of Warrant.
Upon
receipt of evidence satisfactory to the Company of the loss, theft, destruction
or mutilation of this Warrant, if lost, stolen or destroyed, and upon surrender
and cancellation of this Warrant, if mutilated, the Company shall execute and
deliver to the Holder a new Warrant of like date, tenor and
denomination.
8. Warrant
Holder Not Stockholder.
This
Warrant does not confer upon the Holder any right to vote on or consent to
or
receive notice as a stockholder of the Company, as such, in respect of any
matters whatsoever, nor any other rights or liabilities as a stockholder, prior
to the exercise hereof; this Warrant does, however, require certain notices
to
the Holder as set forth herein.
9. Transfer.
Holder
may transfer this Warrant and any Warrant Shares issuable upon the exercise
hereof to any affiliate or wholly-owned subsidiary or parent entity or entity
under common control of or with Holder; provided, however, that Holder shall
provide the Company with notice promptly following any such
transfer.
10. Communication.
No
notice
or other communi-cation under this Warrant shall be effective or deemed to
have
been given unless, the same is in writing and is mailed by first-class mail,
postage prepaid, or via recognized overnight courier with confirmed receipt,
addressed to:
(a) the
Company at 0000 Xxxxxxxxx Xxx, Xxxxx X-0, Xxxxxxxxx, XX 00000 or other such
address as the Company has designated in writing to the Holder.
(b) the
Holder at 00000 Xxx Xxxxxx Xxx, 00xx
Xxxxx,
Xxxxxx, XX 00000.
11. Successors
and Assigns.
The
terms and provisions of this Warrant shall insure to the benefit of, and be
binding upon, the Company, its successors and assigns.
12. Governing
Law; Jurisdiction.
This
Warrant shall be governed by and construed in accordance with the law of the
State of California without giving effect to the principles of conflicts of
law
thereof. The Company hereby irrevocably consents to personal jurisdiction in
the
state and federal courts of the State of California and agrees that venue shall
be proper in such courts.
13. Amendment,
Waiver, etc.
Except
as expressly provided herein, neither this Warrant nor any term hereof may
be
amended, waived, discharged or terminated other than by a written instrument
signed by the Holder and the Company.
IN
WITNESS WHEREOF, the Company has caused this Warrant to be signed by its
President this 18TH
day of
October, 2006.
ZYNEX
MEDICAL HOLDINGS, INC.
By: /s/
Xxxxxx Xxxxxxxxx
Name: Xxxxxx Xxxxxxxxx
Title: President
and Chief Executive Officer
SUBSCRIPTION (cash)
The
undersigned, ___________________, pursuant to the provisions of the foregoing
Warrant, hereby agrees to subscribe for and purchase ____________________ shares
of the Common Stock of Zynex Medical Holdings, Inc. covered by said Warrant,
and
makes payment therefor in full at the price per share provided by said
Warrant.
Dated:_______________ Signature:____________________
Address:______________________
ASSIGNMENT
FOR
VALUE
RECEIVED _______________ hereby sells, assigns and transfers unto
____________________ (“Transferee”)
the
foregoing Warrant and all rights evidenced thereby, and does irrevocably
constitute and appoint _____________________, attorney, to transfer said Warrant
on the books of Zynex Medical Holdings, Inc. By acceptance of the foregoing
Warrant, Transferee shall become a Holder under said Warrant and subject to
the
rights, obligations and representations of Holder set forth in said
Warrant.
Dated:_______________ Signature:____________________
Address:______________________
PARTIAL
ASSIGNMENT
FOR
VALUE
RECEIVED _______________ hereby assigns and transfers unto ____________________
the right to purchase _______ shares of Common Stock of Zynex Medical Holdings,
Inc. covered by the foregoing Warrant, and a proportionate part of said Warrant
and the rights evidenced thereby, and does irrevocably constitute and appoint
____________________, attorney, to transfer such part of said Warrant on the
books of Zynex Medical Holdings, Inc. By acceptance of the proportionate part
of
foregoing Warrant, Transferee shall become a Holder under said proportionate
part of said Warrant and subject to the rights, obligations and representations
of Holder set forth in said Warrant.
Dated:_______________ Signature:____________________
Address:______________________
