PATENT LICENSE AGREEMENT For NanoPulse TechnologyPatent License Agreement • March 28th, 2016 • Pulse Biosciences, Inc. • Surgical & medical instruments & apparatus • California
LICENSE AGREEMENTLicense Agreement • March 28th, 2016 • Pulse Biosciences, Inc. • Surgical & medical instruments & apparatus • Nevada
This LICENSE AGREEMENT (“Agreement”) is entered into as of the Effective Date (defined below) by ELECTROBLATE, INC., a Nevada corporation, having its principal place of business at 401 Wilshire Blvd., Suite 1020, Santa Monica, CA 90401 (“Licensee”), and OLD DOMINION UNIVERSITY RESEARCH FOUNDATION, a Virginia non-stock, IRC 501(c)(3) corporation (“ODURF”), having offices at 4111 Monarch Way, Norfolk, Virginia and EASTERN VIRGINIA MEDICAL SCHOOL (“EVMS”), a public body politic and corporate and political subdivision of the Commonwealth of Virginia, having offices at 721 Fairfax A venue, Norfolk, Virginia. ODURF and EVMS are referred to collectively herein as the “Licensor.” Licensee, ODURF and EVMS are referred to individually herein as a “Party” and collectively herein as the “Parties.”
PULSE BIOSCIENCES, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • March 28th, 2016 • Pulse Biosciences, Inc. • Surgical & medical instruments & apparatus • California
The undersigned, Pulse Biosciences, Inc., a Nevada corporation (the “Company”), hereby confirms its agreement with MDB Capital Group, 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:
ContractWarrant Agreement • March 28th, 2016 • Pulse Biosciences, Inc. • Surgical & medical instruments & apparatus • California
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 THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
AMENDMENT TO THE LICENSE AGREEMENT between THE UNIVERSITY OF SOUTHERN CALIFORNIA and ALFRED E. MANN INSTITUTE FOR BIOMEDICAL ENGINEERING AT THE UNIVERSITY OF SOUTHERN CALIFORNIA for NanoPulse TechnologyLicense Agreement • March 28th, 2016 • Pulse Biosciences, Inc. • Surgical & medical instruments & apparatus
This Amendment to the License Agreement (the “Amendment”) is effective this 8th day of September, 2014 (the “Effective Date”) between THE UNIVERSITY OF SOUTHERN CALIFORNIA, a California nonprofit corporation (“USC”); ALFRED E. MANN INSTITUTE FOR BIOMEDICAL ENGINEERING AT THE UNIVERSITY OF SOUTHERN CALIFORNIA, a Delaware corporation (“AMI-USC”); and ElectroBlate, a Nevada Corporation (“ELECTROBLATE”).
