SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 3rd, 2016 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 29, 2016, between Echo Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
CLASS A COMMON STOCK PURCHASE WARRANT ECHO THERAPEUTICS, INC.Echo Therapeutics, Inc. • February 3rd, 2016 • Electromedical & electrotherapeutic apparatus
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [NAME], [ADDRESS], Fax: [ ], 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 six month anniversary of the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from ECHO THERAPEUTICS, INC., a Delaware corporation (the “Company”), up to [REQUIRES COMPLETION] 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).
SECURITY AGREEMENTSecurity Agreement • February 3rd, 2016 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
This SECURITY AGREEMENT, dated as of January 29, 2016 (this “Agreement”), is among Echo Therapeutics, Inc., a Delaware corporation (the “Company”), each Subsidiary of the Company which shall become a party to this Agreement by execution and delivery of the form annexed hereto as Annex A and the Subsidiary Guaranty annexed thereto (each such Subsidiary, a “Guarantor” and together with the Company, the “Debtors”), Platinum Partners Value Arbitrage Fund L.P., as collateral agent (the “Collateral Agent”) for and the holders of the Company’s Secured Convertible Notes issued at or about January 29, 2016, in the original aggregate principal amount of $1,787,000 and such other of the Company’s secured Convertible Notes which may be issued in the future (collectively, the “Notes”) (collectively and including the Collateral Agent, the “Secured Parties”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 3rd, 2016 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of January 29, 2016, by and among Echo Therapeutics, Inc., a Delaware corporation, with headquarters located at 99 Wood Avenue South, Suite 302, Iselin, New Jersey 08830 (the "Company"), and the investors listed on the Schedule of Purchasers attached hereto (each, a "Purchaser" and collectively, the "Purchasers").
SECURED CONVERTIBLE NOTE DUE JANUARY 28, 2017Echo Therapeutics, Inc. • February 3rd, 2016 • Electromedical & electrotherapeutic apparatus • New York
THIS CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Notes of ECHO THERAPEUTICS, INC., a Delaware corporation (the “Borrower”), having its principal place of business at 99 Wood Avenue South, Suite 302, Iselin, New Jersey 08830, due January 28, 2017 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
