MYOMO, INC. COMMON STOCK PURCHASE WARRANTMyomo Inc • January 6th, 2017 • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Tripoint Global Equities, LLC 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 that is 180 days after the qualification date of the Offering Statement (the “Initial Exercise Date”) and on or before the close of business on the five (5) year anniversary of the qualification date of the Offering Statement (the“Termination Date”) but not thereafter, to subscribe for and purchase from Myomo, Inc., a Delaware corporation (the “Company”), up to [•] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
MYOMO, INC. Maximum: [ ● ] Shares of Common Stock $0.0001 par value per share SELLING AGENCY AGREEMENTSelling Agency Agreement • January 6th, 2017 • Myomo Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
EMPLOYMENT AGREEMENTEmployment Agreement • January 6th, 2017 • Myomo Inc • Orthopedic, prosthetic & surgical appliances & supplies • Massachusetts
This Employment Agreement (“Agreement”) is made as of the 23rd day of December 2016, between Myomo, Inc., a Delaware corporation (the “Company”), and Davie Mendeloshn (the “Executive”).
SUBSCRIPTION AGREEMENT Common Stock In Myomo, Inc.Subscription Agreement • January 6th, 2017 • Myomo Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This Subscription Agreement relates to my/our agreement to purchase ________ shares of common stock, $0.0001 par value per share (the "Shares"), to be issued by Myomo, Inc., a Delaware corporation (the "Company"), for a purchase price of $_______ per Share, for a total purchase price of $___________ ("Subscription Price"), subject to the terms, conditions, acknowledgments, representations and warranties stated herein and in the Final Offering Circular for the sale of the Shares, dated ________, 2017 (the "Circular"). Capitalized terms used but not defined herein shall have the meanings given to them in the Circular.
SUBSCRIPTION AGREEMENT Common Stock In Myomo, Inc.Subscription Agreement • January 6th, 2017 • Myomo Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This Subscription Agreement relates to my/our agreement to purchase of shares of common stock, $0.0001 par value per share (the "Shares"), to be issued by Myomo, Inc., a Delaware corporation (the "Company"), for a purchase price of $7.50 per Share, for a total purchase price of the number of shares times the price per share ("Subscription Price"), subject to the terms, conditions, acknowledgments, representations and warranties stated herein and in the Final Offering Circular for the sale of the Shares, dated ________, 2017 (the "Circular"). Capitalized terms used but not defined herein shall have the meanings given to them in the Circular.
MYOMO, INC. FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • January 6th, 2017 • Myomo Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This Indemnification Agreement (“Agreement”) is effective as of , by and between Myomo, Inc., a Delaware corporation (the “Company” or “Myomo”), and (“Indemnitee”). For purposes of this Agreement, the “Company” shall be deemed to include Myomo and its subsidiaries, if any and as appropriate.
EMPLOYMENT AGREEMENTEmployment Agreement • January 6th, 2017 • Myomo Inc • Orthopedic, prosthetic & surgical appliances & supplies • Massachusetts
This Employment Agreement (this “Agreement”) is between Myomo, Inc. (“Myomo” or the “Company”), a Delaware corporation with offices at One Broadway, 14th Floor, Cambridge, MA 02142, and Ralph A. Goldwasser, an individual (“Executive”) residing at 67 Hook Dr. Mashpee Ma. 02649
August 22, 2012Myomo Inc • January 6th, 2017 • Orthopedic, prosthetic & surgical appliances & supplies
FIRST AMENDMENTFirst Amendment • January 6th, 2017 • Myomo Inc • Orthopedic, prosthetic & surgical appliances & supplies
This First Amendment is entered into this May 5, 2010 ( the "Effective Date") and amends the Exclusive Patent License Agreement dated October 30, 2006 by and between the Massachusetts Institute of Technology, a corporation duly organized and existing under the laws of the Commonwealth of Massachusetts and having its principal office at 77 Massachusetts Avenue, Cambridge, Massachusetts 02139, U.S.A. ("M.I.T."), and Myomo, Inc., a Delaware corporation having its principal office at One Broadway, 14th floor, Cambridge, Massachusetts 02142 ("COMPANY").
WARRANT TO PURCHASE SHARES OF PREFERRED STOCKMyomo Inc • January 6th, 2017 • Orthopedic, prosthetic & surgical appliances & supplies • Massachusetts
Pursuant to that certain Funding Agreement by and between Myomo, Inc. (the “Recipient”) and Massachusetts Life Sciences Center (“MLSC”) dated May 10, 2011(the “Agreement”), the undersigned, Steve Kelly, the duly authorized representative of Recipient hereby certifies on behalf of Recipient to MLSC that:
MYOMO, INC. WAIVERMyomo Inc • January 6th, 2017 • Orthopedic, prosthetic & surgical appliances & supplies
Reference is made herein to the Exclusive Patent License Agreement, dated as of October 30, 2006, by and between Myomo, Inc. (the “Company”) and the Massachusetts Institute of Technology (“MIT”), as amended to date (the “License Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the License Agreement.
Confidential Information has been omitted in places marked “[*]” and has been filed separately with the Securities and Exchange Commission. Confidential Treatment has been requested with respect to this omitted information pursuant to an application...Myomo Inc • January 6th, 2017 • Orthopedic, prosthetic & surgical appliances & supplies
As discussed by the parties and In accordance with Section 15.01 of that certain Reseller Agreement, effective the 21" day of January, 2015, between Myomo, Inc. ("Myomo") and Össur Americas, Inc. ("Össur"), whereby Myomo granted to seller the exclusive O&P Supplier right to sell the Products during the Term to Customers located within the Territory (all defined terms as defined in the Agreement), the parties agree to renew the Agreement, such that the Term of the Agreement shall extend until December 31, 2016.
ContractMyomo Inc • January 6th, 2017 • Orthopedic, prosthetic & surgical appliances & supplies • Massachusetts
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.
June 7, 2015Myomo Inc • January 6th, 2017 • Orthopedic, prosthetic & surgical appliances & supplies
As you know, Myomo, Inc. (the "Company) previously entered into an employment offer letter with you dated August 22nd, 2012 (the "Offer Letter"). The Company would like to provide you with certain updates in this letter (the "Supplemental Agreement") on the following terms:
RESELLER AGREEMENTReseller Agreement • January 6th, 2017 • Myomo Inc • Orthopedic, prosthetic & surgical appliances & supplies • California
THIS AGREEMENT is made as of this 21st day of January, 2015 (the “Effective Date”), by and between Myomo, Inc. a corporation duly organized and existing under the laws of Delaware, and having its principal place of business at One Broadway 14th floor Cambridge, Massachusetts (“Myomo”), and Össur Americas, Inc., having offices at 27051 Towne Centre Drive, Foothill Ranch, CA 92610 (“Össur” or the “Reseller”).
EXHIBIT CWarrant • January 6th, 2017 • Myomo Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
THIS WARRANT (the “Warrant”) certifies that [ ] (the “Holder”), is entitled to subscribe for and purchase up to that number of Shares (as defined below) of Myomo, Inc., a Delaware corporation (the “Company”), at a per Share exercise price determined pursuant to Section 1. Reference is made to that certain Securities Purchase Agreement dated December __, 2015 among the Company, the Holder and certain other lenders (the “Purchase Agreement”). Capitalized terms used herein and not otherwise defined shall have the respective meanings given such terms in the Purchase Agreement.
August 22, 2012 Mr. Steve KellyLetter Agreement • January 6th, 2017 • Myomo Inc • Orthopedic, prosthetic & surgical appliances & supplies
SUPPLY AND DISTRIBUTION AGREEMENTSupply and Distribution Agreement • January 6th, 2017 • Myomo Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This Supply and Distribution Agreement (this “Agreement”) is entered into by and between Otto Bock HealthCare LP, with a principal office of at 11501 Alterra Parkway, Suite 600, Austin, TX 78758 (“Ottobock”), and Myomo, Inc., with a principal office at One Broadway, 14th Floor, Cambridge, MA 02142 (“Supplier”), as of the Effective Date (defined below).
MASSACHUSETTS INSTITUTE OF TECHNOLOGY and MYOMO, INC. EXCLUSIVE PATENT LICENSE AGREEMENT Offer to continue negotiations based upon this draft agreement open until November 1, 2006Exclusive Patent License Agreement • January 6th, 2017 • Myomo Inc • Orthopedic, prosthetic & surgical appliances & supplies • Massachusetts
This Agreement, effective as of the date set forth above the signatures of the parties below (the "EFFECTIVE DATE"), is between the Massachusetts Institute of Technology ("M.I.T."), a Massachusetts corporation, with a principal office at 77 Massachusetts Avenue, Cambridge, MA 02139-4307 and Myomo, Inc., ("COMPANY"), a Delaware corporation with a principal place of business at 56 Roland St., Suite #212, Boston, MA 02129.
