SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 19th, 2010 • Cryoport, Inc. • Plastics foam products • New York
THIS SECURITIES PURCHASE AGREEMENT (“Agreement”) is made as of the __ day of August, 2010 by and between CryoPort, Inc., a Nevada corporation (the “Company”), and ____________________________ (the “Investor”).
SELLING AGENCY AGREEMENT FOR CRYOPORT, INC. STOCK AND WARRANTSSelling Agency Agreement • October 19th, 2010 • Cryoport, Inc. • Plastics foam products • Minnesota
This Agency Agreement is entered into by and between CRYOPORT, INC., a Nevada corporation (the “Company”), and EMERGENT FINANCIAL GROUP, INC. (the “Selling Agent”) as of July 27, 2010.
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...Cryoport, Inc. • October 19th, 2010 • Plastics foam products • New York
This UNDERWRITER’S WARRANT (this “Warrant”) of CryoPort, Inc., a corporation duly organized and validly existing under the laws of the State of Nevada (the “Company”), is being issued pursuant to that certain Underwriting Agreement, dated as of February 25, 2010 (the “Underwriting Agreement”), by and among the Company and Rodman & Renshaw, LLC, as the representative of the underwriters named therein (the “Representatives”) relating to a firm commitment public offering (the “Offering”) of 1,666,667 shares of common stock, $0.001 par value per share, of the Company (the “Common Stock”) and 1,666,667 common stock purchase warrants, underwritten by the Representative and the underwriters named in the Underwriting Agreement.
Underwriting AgreementUnderwriting Agreement • October 19th, 2010 • Cryoport, Inc. • Plastics foam products • New York
As representative of the Underwriters named in Schedule I hereto, c/o Rodman & Renshaw, LLC 1251 Avenue of the Americas, 20th Floor New York, New York 10020
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 19th, 2010 • Cryoport, Inc. • Plastics foam products • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of the 9th day of August, 2010, by and among CryoPort, Inc., a Nevada corporation (the “Company”), MAXIM GROUP LLC, EMERGENT FINANCIAL GROUP, INC. and the Unit Investors a signatory hereto (each a “Stockholder” and collectively the “Stockholders”).
JOINDER AGREEMENT TO REGISTRATION RIGHTS AGREEMENTJoinder Agreement to Registration Rights Agreement • October 19th, 2010 • Cryoport, Inc. • Plastics foam products
This Joinder Agreement to Registration Rights Agreement (this “Joinder Agreement”) is made as of _______________ __, 2010 by the undersigned (the “Joining Party”) and CryoPort, Inc., a Nevada corporation (the “Company”).
FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 19th, 2010 • Cryoport, Inc. • Plastics foam products
THIS FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENT (“Amendment”) is made as of August __, 2010 by and between CryoPort, Inc., a Nevada corporation (the “Company”) and _____________________________ (the “Investor”) and amends that certain Securities Purchase Agreement between the Company and the Investor (the “Purchase Agreement”).
SECURITIES PURCHASE AGREEMENT (Continuation of the Placement)Securities Purchase Agreement • October 19th, 2010 • Cryoport, Inc. • Plastics foam products • New York
THIS SECURITIES PURCHASE AGREEMENT (“Agreement”) is made as of ____________ __, 2010 by and between CryoPort, Inc., a Nevada corporation (the “Company”), and ____________________________ (the “Investor”).
June 16, 2010 Mr. Larry G Stambaugh Chairman, President & CEO CryoPort, Inc. 402 West Broadway Suite 400 San Diego, CA 92101 RE: Private Placement of Securities Dear Larry:Cryoport, Inc. • October 19th, 2010 • Plastics foam products • New York
This letter confirms our agreement that CryoPort, Inc. (together with its affiliates and subsidiaries, the “Company”) has engaged Maxim Group LLC (together with its affiliates and subsidiaries, “Maxim” or the “Placement Agent”) to act as the Company’s Lead Placement Agent in connection with the proposed private placement (the “Offering”) of equity, debt or equity-linked securities (the “Securities”) of the Company. The terms of the Securities and the gross proceeds of such Offering will be substantially in the form to be negotiated between the Placement Agent and the Company with one or more accredited investors (described below). The gross proceeds of the Offering are anticipated to be up to $5,000,000.
FIRST ADDENDUM TO THE SELLING AGENCY AGREEMENT FOR CRYOPORT, INC. STOCK AND WARRANTSSelling Agency Agreement • October 19th, 2010 • Cryoport, Inc. • Plastics foam products
This First Addendum is made effective this 31st day of August, 2010 by and between CRYOPORT, INC., a Nevada corporation (the “Company”), and EMERGENT FINANCIAL GROUP, INC. (the “Selling Agent”) and relates to the continuation of the placement by the Selling Agent of the Securities contemplated in the Selling Agency Agreement between them dated as of July 27, 2010 (the “Agency Agreement”).
SECOND AMENDMENT TO ENGAGEMENT AGREEMENTEngagement Agreement • October 19th, 2010 • Cryoport, Inc. • Plastics foam products
This Second Amendment to Engagement Agreement (“Amendment”) is made as of _________, 2010 by and between CryoPort, Inc. (together with its affiliates and subsidiaries, the “Company”) and Maxim Group, LLC (together with its affiliates and subsidiaries, “Maxim”). Capitalized terms used but not otherwise defined herein shall have the meanings set forth in that certain letter of engagement, dated as of June 16, 2010 by and among Company and Maxim and as amended by that certain letter dated as of July 9, 2010 (as amended, the “Letter Agreement”).
