LICENSE AGREEMENT THIS AGREEMENT is made as of the 27 day of June, 2000. BETWEEN: ALCORP, an Oregon Limited Liability Corporation having a place of business at 95641 Eggers Road, Brookings, Oregon 97415 (hereinafter called the "Licensor") AND: BEAR...License Agreement • March 8th, 2002 • Bear Lake Recreation Inc
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 12th, 2021 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of ________, by and between MODULAR MEDICAL, INC., a Nevada corporation, with headquarters located at 16772 West Bernardo Drive, San Diego, California 92127 (the “Company”), and _________(the “Buyer”).
UNDERWRITING AGREEMENTUnderwriting Agreement • May 17th, 2023 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • New York
The undersigned, Modular Medical, Inc., a corporation formed under the laws of the State of Nevada (the “Company”), hereby confirms its agreement (this “Agreement”) with Newbridge Securities Corporation (hereinafter referred to as “you” or the “Underwriter”) as follows:
COMMON STOCK PURCHASE WARRANT MODULAR MEDICAL, inc.Modular Medical, Inc. • May 5th, 2023 • Surgical & medical instruments & apparatus • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _______, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Modular Medical, Inc., a company incorporated under the laws of the State of Nevada (the “Company”), up to ___ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and The Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of thi
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 13th, 2020 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • Nevada
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of _____________, 2020 between Modular Medical, Inc., a Nevada corporation (the “Company”), and ______________ (“Indemnitee”).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • May 5th, 2022 • Modular Medical, Inc. • Surgical & medical instruments & apparatus
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, 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 [ ]1 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five year anniversary of the Initial Exercise date, provided, however, if such date is not a Trading Day, the immediately following Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from Modular Medical, Inc., a company incorporated under the laws of Nevada (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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 5th, 2022 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 2, 2022, between Modular Medical, Inc., a company incorporated under the laws of Nevada (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 12th, 2021 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • Nevada
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of ______, by and between MODULAR MEDICAL, INC., a Nevada corporation (the “Company”), and _______ (together with permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the securities purchase agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
MODULAR MEDICAL, INC. Shares of Common Stock ($0.001 par value per share) SALES AGREEMENTSales Agreement • November 22nd, 2023 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • New York
Modular Medical, Inc., a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”) with Leerink Partners LLC (the “Agent”), as follows:
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • May 5th, 2023 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • New York
This WARRANT AGENCY AGREEMENT, dated as of [______], 2023 (“Agreement”), between Modular Medical, Inc., a Nevada corporation (the “Company”), and Colonial Stock Transfer Company, Inc., a New York limited liability trust company (the “Warrant Agent”).
FORM OF WARRANT MODULAR MEDICAL, INC. WARRANT TO PURCHASE COMMON STOCKModular Medical, Inc. • February 14th, 2022 • Surgical & medical instruments & apparatus • New York
Modular Medical, Inc., a company organized under the laws of Nevada (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby 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, at the Exercise Price (as defined below) then in effect, at any time or times on or after [___] (the “Initial Exercisability Date”), but not after 11:59 p.m., New York time, on the Expiration Date, (as defined below), ____________ (____________) fully paid non-assessable shares of Common Stock (as defined below), subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, this “Warrant”), shall have the meanings set forth i
UNDERWRITING AGREEMENT between MODULAR MEDICAL, INC. and TITAN PARTNERS GROUP LLC, A DIVISION OF AMERICAN CAPITAL PARTNERS, LLC as Representative of the several Underwriters SHARES of Common Stock MODULAR MEDICAL, INC.Underwriting Agreement • February 16th, 2024 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • New York
The undersigned, Modular Medical, Inc., a company incorporated under the laws of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Modular Medical, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Titan Partners Group LLC, a division of American Capital Partners, LLC, is acting as representative of the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
MODULAR MEDICAL, INC. [____] Shares Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • January 13th, 2022 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • New York
Modular Medical, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters (the “Underwriters”) named on Schedule I to this Underwriting Agreement (the “Agreement”), for whom you are acting as Representative (the “Representative”), an aggregate of [________] shares (the “Firm Shares” of the Company’s common stock, $0.001 par value per share (the “Common Stock”). The respective amounts of the Firm Shares to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to grant to the Underwriters an option to purchase up to an additional [___________] shares (the “Option Shares”) of Common Stock from the Company for the purpose of covering over-allotments in connection with the sale of the Firm Shares. The Firm Shares and the Option Shares are collectively called the “Shares.”
MODULAR MEDICAL, INC. [____] Shares of Common Stock [_____] Warrants UNDERWRITING AGREEMENTUnderwriting Agreement • February 14th, 2022 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • New York
Modular Medical, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters (the “Underwriters”) named on Schedule I to this Underwriting Agreement (the “Agreement”), for whom you are acting as Representative (the “Representative”), an aggregate of (i) [________] shares (the “Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”) and (ii) warrants, each warrant exercisable for one share of Common Stock at an exercise price of $[_____] per share with a term of five years (the “Warrants”). The respective amounts of the Shares and Warrants to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto.
Underwriter’s Warrant AgreementS Warrant Agreement • May 5th, 2023 • Modular Medical, Inc. • Surgical & medical instruments & apparatus
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [Newbridge Securities Corporation] [other designee] 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 [●]1, 2023 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(f)(2)(G)(i), prior to 5:00 p.m. (New York City time) on the date that is four (4) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Modular Medical, Inc., a company incorporated under the laws of the State of Nevada (the “Company”), up to ___ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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).
LEASE BETWEEN MCP Socal Industrial – Bernardo, LLC (LANDLORD) AND MODULAR MEDICAL, INC. (TENANT) WEST BERNARDO BUSINESS PARK San Diego, CaliforniaWorkletter Agreement • February 13th, 2020 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • California
PREFUNDED COMMON STOCK PURCHASE WARRANT MODULAR MEDICAL, INC.Modular Medical, Inc. • May 5th, 2022 • Surgical & medical instruments & apparatus • New York
THIS PREFUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [PURCHASER] 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 hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Modular Medical, Inc., a Nevada 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).
COMMON STOCK PURCHASE WARRANTModular Medical, Inc. • May 12th, 2021 • Surgical & medical instruments & apparatus • Nevada
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the promissory note in the principal amount of ______ to the Holder (as defined below) of even date) (the “Note”), _________(including any permitted and registered 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 of issuance hereof, to purchase from MODULAR MEDICAL, INC., a Nevada corporation (the “Company”), shares of Common Stock equal to the principal amount of the Note divided by $2.87. (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated _____________, by and among the Company and the Holder
MODULAR MEDICAL, INC. BOARD OF DIRECTORS SERVICE AGREEMENTBoard of Directors • June 29th, 2021 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • Nevada
This Board of Directors Service Agreement (“Agreement”) is executed and entered into effective as of May 18, 2021, by and between Modular Medical, Inc., a Nevada corporation (the “Company”), and Ellen O’Connor Vos, an individual (“Director”), with reference to the following facts:
WARRANT AGENT AGREEMENTWarrant Agent Agreement • April 9th, 2020 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • New York
THIS WARRANT AGENT AGREEMENT (this “Warrant Agent Agreement”) dated as of April __, 2020 (the “Issuance Date”), by and between Modular Medical, Inc., a company incorporated under the laws of the State of Nevada (the “Company”), and ________ (the “Warrant Agent”). All capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Warrants (as defined below).
Consulting AgreementConsulting Agreement • February 13th, 2020 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • California
This Agreement is entered into as of July 15th, 2019 (“Effective Date”) between Modular Medical, Inc. (“MODD”) and Liam Burns (“Contractor”). The work to be performed as discussed herein will be performed solely by the Contractor.
SECURITY AGREEMENTSecurity Agreement • October 29th, 2021 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • New York
THIS SECURITY AGREEMENT dated as of October 28, 2021 (this “Agreement”), is made by Modular Medical, Inc., a corporation organized under the laws of Nevada (the “Borrower”), having an address of 16722 W. Bernardo Drive, San Diego, California 92127, in favor of Manchester Explorer, L.P. (together with its successors and permitted assigns, the “Lender”).
INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENTIntellectual Property Assignment Agreement • September 9th, 2019 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • New York
This INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT (this “Agreement”) is made and entered into as of July 24, 2017 (the “Effective Date”), by and between Paul M. DiPerna, having an address at 17995 Bear Valley Lane, Escondido CA 92027 (the “Assignor”), Quasuras, Inc., a Delaware corporation (“Assignee”) and Modular Medical, Inc. (“Modular”).
TECHNOLOGY ROYALTY AGREEMENTTechnology Royalty Agreement • September 9th, 2019 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • New York
This Technology Royalty Agreement (hereinafter referred to as the “Agreement”), is entered into as of the 24th day of July, 2017 by and among Paul M. DiPerna, an individual (“DiPerna”) and Quasuras, Inc., a Delaware corporation (the “Company”) and Modular Medical, Inc., a Nevada corporation and owner of all of the issued and outstanding capital stock of the Company (“Modular”). DiPerna, Modular and the Company are sometimes collectively referred to as the “Parties”, and individually as a “Party”.
COMMON STOCK PURCHASE AGREEMENT by and among MANCHESTER EXPLORER L.P. (Investor) BEAR LAKE RECREATION INC (Company) and the THREE CONTROLLING SHAREHOLDERS As of April 5, 2017Common Stock Purchase Agreement • April 5th, 2017 • Bear Lake Recreation Inc • Blank checks • New York
THIS COMMON STOCK PURCHASE AGREEMENT, (together with all exhibits, schedules, supplements, amendments and modifications, collectively, this “Agreement”) is made as of April 5, 2017, by and between BEAR LAKE RECREATION INC., a Nevada corporation whose principal executive offices are located at 8867 South Capella Way, Sandy, UT 84093 (the “Company”), those individuals set forth on the signature page hereto who are shareholders of the Company and also the executive officers and directors of the Company (each a “Controlling Shareholder” and collectively, the “Three Controlling Shareholders”), and MANCHESTER EXPLORER, L.P., a Delaware limited partnership (the “Investor”). The Company, the Controlling Shareholders and the Investor shall sometimes be referred to herein each as a “Party” and collectively, as the “Parties.” All capitalized terms not defined elsewhere herein, shall have the meanings set forth in Section 1.1.
DIVIDEND PAYMENT ESCROW AGREEMENTDividend Payment Escrow Agreement • April 9th, 2020 • Modular Medical, Inc. • Surgical & medical instruments & apparatus
THIS DIVIDEND PAYMENT ESCROW AGREEMENT (the “Escrow Agreement”) is entered into and effective this [·] day of [·], 2020, by and between Truist Bank, a North Carolina banking corporation (the “Escrow Agent”) and Modular Medical, Inc. (“Company”).
ContractModular Medical, Inc. • February 12th, 2021 • Surgical & medical instruments & apparatus • Nevada
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR EXEMPTION FROM REGISTRATION UNDER THE FOREGOING LAWS. ACCORDINGLY, THIS NOTE AND ANY SECURITIES INTO WHICH IT MAY BE CONVERTED MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF WITHOUT (1) AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH SALE, TRANSFER OR OTHER DISPOSITION MAY LAWFULLY BE MADE WITHOUT REGISTRATION UNDER THE SECURITIES ACT OF 1933 AND APPLICABLE STATE SECURITIES LAWS OR (2) SUCH REGISTRATION.
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • May 27th, 2020 • Modular Medical, Inc. • Surgical & medical instruments & apparatus
This First Amendment to Employment Agreement (the “First Amendment”) is made and effective as of May 12, 2020, between Modular Medical, Inc., a Nevada corporation (the “Company”), and Paul M. DiPerna (“Executive”) (each a “Party” and collectively the “Parties”).
REORGANIZATION AND SHARE EXCHANGE AGREEMENTReorganization and Share Exchange Agreement • July 28th, 2017 • Modular Medical, Inc. • Blank checks • New York
This Reorganization and Share Exchange Agreement dated as of July 24, 2017 (the “Agreement”), among Quasuras, Inc., a Delaware corporation (the “Target”), Modular Medical, Inc., a Nevada corporation (the “Company”), Paul M. DiPerna, the sole officer and director and the controlling stockholder of the Target (the “Target Controlling Stockholder”) and the two (2) other stockholders of the Target (each a “Target Minority Stockholder” and collectively, the “Target Minority Stockholders,” and together with the Target Controlling Stockholder, collectively, the “Target Stockholders”). Schedule A hereto sets forth the names and addresses of, the number of shares of Target Stock (as defined below) owned by and the number of Company Exchange Shares (as defined below) to be received by each Target Stockholder in the Acquisition (as defined below).
COMMON STOCK PURCHASE AGREEMENT by and among MODULAR MEDICAL, INC. and THE INVESTORS REFERRED TO HEREIN July 24, 2017 MODULAR MEDICAL, INC. COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • July 28th, 2017 • Modular Medical, Inc. • Blank checks • New York
This Common Stock Purchase Agreement (this “Agreement”) is dated as of July 24, 2017, by and among MODULAR MEDICAL, INC., a Nevada corporation (the “Company”), and each investor listed on the Schedule of Investors attached hereto (individually an “Investor” and collectively the “Investors”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • October 29th, 2021 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • California
This Common Stock Purchase Agreement (this “Agreement”) made as of October 28, 2021, is entered into by and between the investor set forth on the signature page hereof (the “Investor”) and Modular Medical, Inc. a Nevada corporation (the “Company”).
SEVERANCE AGREEMENT AND GENERAL RELEASESeverance Agreement and General Release • June 6th, 2022 • Modular Medical, Inc. • Surgical & medical instruments & apparatus
This Severance Agreement and General Release (the “Agreement”) dated February 23, 2022, is entered into by and between Ellen (Lynn) O’Connor Vos (“Vos”) and Modular Medical, Inc., a Nevada corporation (the “Company”).
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 12th, 2020 • Modular Medical, Inc. • Surgical & medical instruments & apparatus
This Second Amendment to Employment Agreement (the “Second Amendment”) is made and effective as of July 1, 2020, between Modular Medical, Inc., a Nevada corporation (the “Company”), and Paul M. DiPerna (“Executive”) (each a “Party” and collectively the “Parties”).
SUBSCRIPTION ESCROW AGREEMENTSubscription Escrow Agreement • April 9th, 2020 • Modular Medical, Inc. • Surgical & medical instruments & apparatus • Georgia
This Subscription Escrow Agreement (this “Agreement”) is entered into and effective as of , 2020, by and among MODULAR MEDICAL, INC., a Nevada corporation (the “Company”) and TRUIST BANK, a North Carolina banking corporation (the “Escrow Agent”),
THIRD AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • April 10th, 2024 • Modular Medical, Inc. • Surgical & medical instruments & apparatus
This Third Amendment to Employment Agreement (the “Third Amendment”) is made and effective as of April 8, 2024, between Modular Medical, Inc., a Nevada corporation (the “Company”), and Paul M. DiPerna (“Executive”) (each a “Party” and collectively the “Parties”).
