BETWEEN ACCESS ANYWHERE LLC ("BUYER") CHOICETEL COMMUNICATIONS INC. ("SELLER")Asset Purchase Agreement • March 30th, 2000 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone) • Minnesota
Exhibit 10.13 LEASE AGREEMENT by And between FORGE PARK INVESTORS LLC, a Delaware limited liability companyLease Agreement • March 31st, 2003 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus
This Employment Agreement is made as of May 20, 2002, by and between Thomas W. Davison (the "Executive") and Sontra Medical, Inc. (the "Company"). --------- ------- WHEREAS, the Company desires to employ the Executive, and the Executive desires to be...Employment Agreement • August 19th, 2002 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus • Massachusetts
Exhibit 10.07 EMPLOYMENT AGREEMENT -------------------- This Employment Agreement is made as of May 23, 2001, by and between James R. McNab, Jr. (the "Executive") and Sontra Medical, Inc. (the "Company"). WHEREAS, the Company desires to employ the...Employment Agreement • March 31st, 2003 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus • Massachusetts
CHOICETEL COMMUNICATIONS, INC. 800,000 UNITS(1) CONSISTING OF 800,000 SHARES OF COMMON STOCK AND 800,000 REDEEMABLE COMMON STOCK PURCHASE WARRANTS UNDERWRITING AGREEMENT Equity Securities Investments, Inc. 2820 IDS Center 80 South Eighth Street...Choicetel Communications Inc /Mn/ • June 25th, 1997 • Minnesota
Exhibit 10.08 EMPLOYMENT AGREEMENT This Employment Agreement is made as of June 12, 2001, by and between Joseph Kost (the "Employee") and Sontra Medical, Inc. (the "Company"). WHEREAS, the Company desires to employ the Employee, and the Employee...Employment Agreement • March 31st, 2003 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus • Massachusetts
FIRST AMENDMENT TO CREDIT AGREEMENT This Amendment is agreed to as of the 16th day of December, 1998, by and between ChoiceTel Communications, Inc., a Minnesota corporation (the "Borrower"), and Norwest Bank Minnesota, National Association, a national...Credit Agreement • March 30th, 1999 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone) • Minnesota
ARTICLE I. DEFINITIONSLoan Agreement • June 25th, 1997 • Choicetel Communications Inc /Mn/ • Minnesota
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”).
UNDERWRITING AGREEMENTUnderwriting Agreement • June 19th, 2013 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
ContractSontra Medical Corp • January 4th, 2007 • Electromedical & electrotherapeutic apparatus • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
ECHO THERAPEUTICS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • November 18th, 2011 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of November 15, 2011, and is between Echo Therapeutics, Inc., a Delaware corporation (the “Company”), and ____________ (“Indemnitee”).
CLASS B COMMON STOCK PURCHASE WARRANT ECHO THERAPEUTICS, INC.Echo Therapeutics, Inc. • May 4th, 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 eighteen (18) month 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).
SERIES-1 COMMON STOCK PURCHASE WARRANT To Purchase ____________ Shares of Common Stock of ECHO THERAPEUTICS, INC.Echo Therapeutics, Inc. • February 14th, 2011 • Electromedical & electrotherapeutic apparatus
THIS SERIES-1 COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ____________________________________ (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 February 7, 2011 (the “Initial Exercise Date”) and on or prior to the close of business on February 7, 2013 (which date may be extended pursuant to Section 2(c) hereof, the “Termination Date”) but not thereafter, to subscribe for and purchase from Echo Therapeutics, Inc., a Delaware corporation (the “Company”), up to ________________________ shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (the “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) below. This is the Warrant referenced in the Series D Convertible Preferred Stock Purchase Agreement by and among the Company a
800,000 UNITS(1) CONSISTING OF 800,000 SHARES OF COMMON STOCK AND 800,000 REDEEMABLE COMMON STOCK PURCHASE WARRANTSUnderwriting Agreement • August 22nd, 1997 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone) • Minnesota
EXHIBIT 10.10 CONSULTING AGREEMENT WHEREAS, effective as of June 1, 1998, SONTRA MEDICAL, INC. (formerly "Newcorp Medical, Inc."), a corporation organized under the laws of the State of Delaware and having its principal office at 21 Erie Street, Suite...Consulting Agreement • March 31st, 2003 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus • Delaware
ECHO THERAPEUTICS, INC. Common Stock (par value $0.01 per share) At Market Issuance Sales AgreementEcho Therapeutics, Inc. • May 10th, 2012 • Electromedical & electrotherapeutic apparatus • New York
Echo Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with MLV & Co. LLC (the “MLV”), as follows:
LEASELease • August 22nd, 1997 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone)
Warrant to Purchase Common StockEcho Therapeutics, Inc. • December 6th, 2011 • Electromedical & electrotherapeutic apparatus • Delaware
Echo Therapeutics, Inc., a Delaware corporation (the “Company”), certifies that, for good and valuable consideration, the receipt and sufficiency of which are acknowledged, __________________________________________________________________, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, upon surrender of this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, the “Warrant”) up to ____________ fully paid and nonassessable shares of Common Stock (as defined below) (the “Warrant Shares”) at a price of $3.00 per share (subject to adjustment as provided herein, the “Exercise Price”). This Warrant may be exercised at any time or times on or after the six (6) month anniversary of the Issuance Date (the “Exercisability Date”), but not after 5:30 p.m., New York time, on the Expiration Date. Except as otherwise
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”).
RECITALS:Employment Agreement • June 25th, 1997 • Choicetel Communications Inc /Mn/ • Minnesota
EMPLOYMENT AND NON-COMPETITION AGREEMENTEmployment and Non-Competition Agreement • August 22nd, 1997 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone) • Minnesota
BACKGROUND:Asset Purchase Agreement • March 30th, 1999 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone) • Pennsylvania
RECITALS:Employment Agreement • June 25th, 1997 • Choicetel Communications Inc /Mn/ • Minnesota
SPONSORED BYNonstandardized Adoption Agreement • March 31st, 2003 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus
ARTICLE I. APPOINTMENT OF WARRANT AGENT; ISSUANCE, FORM AND EXECUTION OF WARRANT CERTIFICATESRedeemable Warrant Agreement • June 25th, 1997 • Choicetel Communications Inc /Mn/ • Minnesota
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 26th, 2008 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS REGISTRATION RIGHTS AGREEMENT, dated as of March 24, 2008 (this “Agreement”), is by and between ECHO THERAPEUTICS, INC., a Minnesota corporation (the “Company”), and IMPERIUM MASTER FUND, LTD., a Cayman Islands company (“Imperium”).
SONTRA MEDICAL CORPORATION Restricted Stock Agreement Granted Under 2003 Stock Option and Incentive PlanRestricted Stock Agreement • September 6th, 2006 • Sontra Medical Corp • Electromedical & electrotherapeutic apparatus • Minnesota
AGREEMENT made as of the [ ] day of [ ], 200[ ] (the “Grant Date”) between Sontra Medical Corporation, a Minnesota corporation (the “Company”), and [ ] (the “Participant”).
GUARANTYGuaranty • February 13th, 2008 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
GUARANTY (the “Guaranty”), dated as of February 11, 2008, by Sontra Medical, Inc., a Delaware corporation with an address of 10 Forge Parkway, Franklin, MA 02038 (the “Guarantor”), in favor of the Purchasers identified in the Purchase Agreement (as defined below) (collectively, “Secured Parties”).
CREDIT AGREEMENT BETWEEN CHOICETEL COMMUNICATIONS, INC., AS BORROWER, AND NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION, AS BANKCredit Agreement • March 30th, 1999 • Choicetel Communications Inc /Mn/ • Telephone communications (no radiotelephone) • Minnesota
COMMON STOCK PURCHASE WARRANT To Purchase _________ Shares of Common Stock of ECHO THERAPEUTICS, INC.Echo Therapeutics, Inc. • February 10th, 2010 • Electromedical & electrotherapeutic apparatus
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________________ (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 February 9, 2010 (the “Initial Exercise Date”) and on or prior to the close of business on February 9, 2015 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Echo Therapeutics, Inc., a Delaware corporation (the “Company”), up to _________________ shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (the “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) below. This is the Warrant referenced in the Common Stock and Warrant Purchase Agreement by and among the Company and the other parties thereto dated February 4, 2010 (the “Purchase Agreement”).
13,333,333 Shares of Common Stock ECHO THERAPEUTICS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • February 4th, 2013 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of ECHO THERAPEUTICS, INC.Echo Therapeutics, Inc. • December 3rd, 2009 • Electromedical & electrotherapeutic apparatus
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (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 December 3, 2009 (the “Initial Exercise Date”) and on or prior to the close of business on December 3, 2014 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Echo Therapeutics, Inc., a Delaware corporation (the “Company”), up to shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (the “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) below. This is the Warrant referenced in the Common Stock and Warrant Purchase Agreement by and among the Company and the other parties thereto dated November 30, 2009 (the “Purchase Agreement”).
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").
Form of Warrant] THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUED UPON ITS EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 4 OF THIS WARRANTSontra Medical Corp • June 18th, 2007 • Electromedical & electrotherapeutic apparatus • Massachusetts
Sontra Medical Corporation, a Minnesota corporation (the “Company”), for value received, hereby certifies that , or its registered assigns (the “Registered Holder”), is entitled, subject to the terms and conditions set forth below, to purchase from the Company, at any time or from time to time on or after the date of issuance and on or before 5:00 p.m. (New York time) on the fifth anniversary hereof, shares of Common Stock, U.S.$0.01 par value per share, of the Company, at a purchase price of U.S.$1.40 per share. The shares purchasable upon exercise of this Warrant, and the purchase price per share, each as adjusted from time to time pursuant to the provisions of this Warrant, are hereinafter referred to as the “Warrant Shares” and the “Purchase Price,” respectively.
