INDEMNIFICATION AGREEMENTIndemnification Agreement • September 10th, 2013 • L2 Medical Development Co • Blank checks • Nevada
This Indemnification Agreement (this “Agreement”), dated as of __________, 2013, is made by and between L2 Medical Development Company, a Nevada corporation (the “Company”), and the undersigned, who is either a director or an officer (or both) of the Company (the “Indemnitee”), with this Agreement to be deemed effective as of the date that the Indemnitee first assumed either such capacity at the Company.
New Mexico Commercial Lease AgreementCommercial Lease Agreement • September 10th, 2013 • L2 Medical Development Co • Blank checks • New Mexico
This Commercial Lease Agreement ("Lease") is made and effective March 1, 2012, by and between New Mexico Fluid Systems Tech, LLC ("Landlord") and Enerpulse, Inc ("Tenant").
AGREEMENT AND PLAN OF MERGER by and among L2 Medical Development Company, Enerpulse Merger Sub, Inc., and Enerpulse, Inc. dated as of September 4, 2013Merger Agreement • September 10th, 2013 • L2 Medical Development Co • Blank checks • Nevada
THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”), is made and entered into as of September 4, 2013, by and among L2 Medical Development Company, a Nevada corporation (“Parent”), Enerpulse Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), and Enerpulse, Inc., a Delaware corporation (the “Company”). Certain other capitalized terms used in this Agreement are defined in Exhibit A attached hereto.
TRUST AGREEMENT ENERPULSE, INC. (2011 NON-QUALIFIED DEFERRED COMPENSATION PLAN)Trust Agreement • September 10th, 2013 • L2 Medical Development Co • Blank checks • New Mexico
This Trust Agreement (the “Trust Agreement”) is made and entered as of this 20th day of December, 2011 by and between Enerpulse Inc., a corporation organized under the laws of the State of Delaware (the “Company”) and The First National Bank of Santa Fe, Corporate Trust Department, Santa Fe, New Mexico as Trustee (the “Trustee”).
L2 MEDICAL DEVELOPMENT COMPANY Restricted Stock Award AgreementRestricted Stock Award Agreement • September 10th, 2013 • L2 Medical Development Co • Blank checks • Nevada
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 10th, 2013 • L2 Medical Development Co • Blank checks • New Mexico
This agreement is made between ENERPULSE, Inc. located at 2301 Yale Boulevard, SE, Albuquerque, NM (COMPANY) and Louis S. Camilli located at 1314 Sigma Chi, Albuquerque, NM (EXECUTIVE).
ENERPULSE, INC. CAMILLI STOCK BUYOUT AGREEMENTStock Buyout Agreement • September 10th, 2013 • L2 Medical Development Co • Blank checks • Colorado
THIS STOCK BUYOUT AGREEMENT (this "Agreement") is made effective as of the 20th day of January, 2004, by and between Enerpu l se, Inc., a Delaware corporation (the "Corporation"), and Louis Camilli (the "Shareholder").
ENERPULSE, INC. WARRANTWarrant Agreement • September 10th, 2013 • L2 Medical Development Co • Blank checks • Delaware
This Warrant is issued, for value received, to ___________________________________ (the “Investor” or the “Holder”), by Enerpulse, Inc., a Delaware corporation (the “Company”), in connection with the sale by the Company to the Holder of certain shares of Series C Preferred Stock, par value $0.001 per share (the “Series C Preferred Stock”) pursuant to that certain Series C Preferred Stock Purchase Agreement dated April __, 2011 (the “Purchase Agreement”).
UNSECURED NOTEUnsecured Note • September 10th, 2013 • L2 Medical Development Co • Blank checks
FOR VALUE RECEIVED, ENERPULSE, INC., a Delaware corporation, successor by merger to Enerpulse, Inc., formerly Combustion Technology Products, Corp., a Florida corporation, with an address at 2451 Alamo Ave. SE, Albuquerque, New Mexico 87106, hereinafter referred to collectively as the “Borrower”, promises to pay to the order of LWM, LLC, a Pennsylvania limited liability company with offices and a principal place of business in the City of Latrobe, Westmoreland County, Pennsylvania, hereinafter referred to as the “Lender”, in lawful money of the United States of America in immediately available funds at such location as the Lender may designate from time to time, the principal sum of One Hundred Sixty-Six Thousand Two Hundred Seventy-One Dollars and 00/100, with interest, payable on September 5, 2016.
MARKETING AGREEMENTMarketing Agreement • September 10th, 2013 • L2 Medical Development Co • Blank checks • Delaware
THIS MARKETING AGREEMENT (the "Agreement") is made effective this 16th day of August 2013 (the "Effective Date"), by and between Freepoint Commerce Marketing LLC ("FREEPOINT") and Enerpulse, Inc. ("ENERPULSE") (ENERPULSE and FREEPOINT being sometimes referred to in the singular as "Party" and collectively as "Parties").
AGREEMENTLoan Agreement • September 10th, 2013 • L2 Medical Development Co • Blank checks
THIS AGREEMENT made this 5th day of September, 2013, by and between LWM, LLC, a Pennsylvania limited liability company (“LWM”), D. WOOD HOLDINGS, LLC, a Pennsylvania limited liability company (“D. Wood”), SPARK ASSEMBLY, LLC, a Pennsylvania limited liability company (“Spark”),
ContractWarrant Agreement • September 10th, 2013 • L2 Medical Development Co • Blank checks • Colorado
THIS WARRANT HAS NOT BEEN REGISTERED OR QUALIFIED FOR SALE UNDER THE SECURITIES ACT OF 1933, AS AMENDED. OR ANY STATE SECURITIES LAW AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF SUCH REGISTRATION OR QUALIFICATION OR AN EXECEPTION THEREFROM UNDER SUCH ACT AND ANY SUCH LAWS THAT MAY BE APPLICABLE. THIS WARRANT IS TRANSFERABLE ONLY UPON THE CONDITIONS SPECIFIED HEREIN AND IN THAT CERTAIN SHARE PURCHASE AGREEMENT, DATED AS OF, JANUARY 20, 2004, BETWEEN THE COMPANY AND THE PURCHASERS REFERRED TO THEREIN.
