SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 30th, 2023 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 9, 2023, by and between SANUWAVE Health, Inc., a corporation organized under the laws of Nevada (the “Company”), and the purchasers identified on the signature pages hereto (including their successors and permitted assigns, the “Purchasers,” and each, a “Purchaser”).
COMMON STOCK PURCHASE WARRANT SANUWAVE HEALTH, INC.Common Stock Purchase Warrant • June 30th, 2023 • SANUWAVE Health, Inc. • Surgical & medical instruments & 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 May 9, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SANUWAVE Health, Inc., a company incorporated under the laws of the State of Nevada (the “Company”), up to [●] Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
ContractSubordination Agreement • June 30th, 2023 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
THE INDEBTEDNESS EVIDENCED BY THIS NOTE (AS DEFINED BELOW) IS SUBORDINATE TO THE INDEBTEDNESS OF SANUWAVE HEALTH, INC. (OR ANY SUCCESSOR THERETO) TO NH EXPANSION CREDIT FUND HOLDINGS LP, TO THE EXTENT AND PURSUANT TO THE TERMS OF THAT CERTAIN SUBORDINATION AGREEMENT, DATED AS OF MAY 9, 2023, BY AND AMONG NH EXPANSION CREDIT FUND HOLDINGS LP AND THE PARTIES IDENTIFIED ON THE SIGNATURE PAGES THERETO, AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME (OR ANY SUCCESSOR AGREEMENT WHICH REPLACES AND REFERENCES SUCH AGREEMENT).
SECURITY AGREEMENTSecurity Agreement • June 30th, 2023 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
THIS SECURITY AGREEMENT dated as of May 9, 2023 (this “Agreement”), is made by SANUWAVE Health, Inc., a corporation organized under the laws of Nevada (the “Borrower”), having an address of 11495 Valley View Road, Eden Prairie, MN 55344, in favor of the lenders set forth on the signature pages hereto (together with their successors and permitted assigns, the “Lenders”).
SUBORDINATION AGREEMENTSubordination Agreement • June 30th, 2023 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus
This SUBORDINATION AGREEMENT, dated as of May 9, 2023, is between NH EXPANSION CREDIT FUND HOLDINGS LP (“North Haven Expansion”), as agent for the Holders (as hereafter defined; in such capacity, together with its successors or permitted assigns, “Agent”), and the creditors set forth on the signature pages hereto (“Creditors”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 30th, 2023 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of May 9, 2023 (the “Closing Date”), by and among SANUWAVE Health, Inc., a Nevada corporation (the “Company”), and each lender identified on the signature pages hereto (including their successors and assigns, the “Lenders,” and each, a “Lender”).
